Common use of Operating Costs Clause in Contracts

Operating Costs. All expenses paid or incurred by Landlord for maintaining, operating, owning and repairing any or all of the Land, Building, Premises and related improvements, except for Property Taxes, including without limitation all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety or in or serving the common areas), heat, cooling or any other similar service and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities); (c) cleaning, painting (common areas) and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlord; (f) management fees, not to exceed three percent (3%) of annual gross rents payable by tenants of the Building; (g) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance or other work included in this subparagraph; (h) license, permit and inspection fees (relating to the common areas); (i) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (j) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”); (k) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (I) the cost of repairs; (m) charges under maintenance and service contracts; (n) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”; (o) maintenance and repair of the roof and roof membranes, (p) costs incurred by Landlord for compliance with any and all Governmental Requirements, including Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date), or to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”); (q) elevator service and repair, if any; (r) business taxes and license fees; (s) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting principles would be considered an expense of maintaining, operating, repairing the Building; (t) the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repair, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency Rating; and (v) the amortization of costs of capital improvements in accordance with the immediately-succeeding sentence. Costs associated with capital improvements described in subsection (u), above, or which constitute Permitted Capital Expenditures and which were installed or constructed by Landlord other than in the initial construction of the Building, whether such were constructed or installed before or after the Commencement Date, shall be amortized with interest return at the Prime Rate over the estimated useful life of the capital improvement, determined in accordance with generally accepted accounting principles, provided that only annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the Lease. Provided however, that to the extent any of the costs enumerated in items (t) or (u), above, create a new line item in, or category of, Operating Costs during any Year after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”).

Operating Costs. All expenses paid or incurred by Landlord Operating Costs consist of all expenditures for maintaining, operating, owning maintaining and repairing any or all of the Land, Building, Premises and related improvementsProject, except for Property TaxesUtility Costs (as defined in Section 7.5). Operating Costs shall include, including without limitation all expenses paid or incurred by Landlord forlimitation, the following: (a) utilitiesPremiums for property, including electricitycasualty, waterliability, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety rent interruption or in or serving the common areas), heat, cooling or any other similar service and which are not payable directly by tenants in the Buildinginsurance; (b) supplies (Salaries, wages and other amounts paid or payable for personnel including the Project manager, superintendent, operation and maintenance staff and other employees of Landlord involved in reasonable quantities)the maintenance and operation of the Project, including contributions and premiums towards fringe benefits, unemployment and worker's compensation insurance, pension plan contributions and similar premiums and contributions and the total charges of any independent contractors or managers engaged in the repair, care, maintenance, and cleaning of any portion of the Project; (c) cleaningCleaning of Common Areas and refuse removal; (d) Landscaping, painting (common areas) and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and seeding, replacing plants), snow removal and other services; (d) security servicesirrigation repair and replacement including lines, if anyvalves and timers; (e) insurance premiums Maintaining, operating, repairing and applicable insurance deductible payments by Landlordreplacing components of equipment serving the Common Area; (f) management feesMaintaining, not repairing and replacing all equipment, pipes, ducts and electrical lines which are directly or indirectly associated with providing air conditioning to exceed three percent (3%) of annual gross rents payable by tenants any area of the BuildingProject whether or not such area is Common Area or an area reserved for the exclusive use of any tenant of the Project; (g) compensation (including employment taxes Other items of repair or maintenance of the Project including, without limitation, roofs, exterior walls, foundations, structure and fringe benefits) the sweeping, striping and sealing of all persons and business organizations who perform duties in connection with any service, repair, maintenance or other work included in this subparagraphparking areas; (h) license, permit The cost of the rental of any equipment and inspection fees (relating to the common areas)cost of supplies used in the maintenance and operation of the Project; (i) assessments Audit fees and special assessments due to deed restrictions, declarations or owners associations or other means the cost of allocating costs of a larger tract of which the Land is a part; (j) rental of any machinery or equipment (except as set forth in subsection (v) accounting services incurred in the section styled “Exclusions from Operating Costs”); (k) audit fees preparation of statements referred to in this Lease and accounting services related to the Buildingfinancial statements, and charges for in the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee)Project; (Ij) Any increase in (1) the cost rent payable under any ground lease now or hereafter affecting the real property of repairs; (m) charges under maintenance and service contracts; (n) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”; (o) maintenance and repair of the roof and roof membranes, (p) costs incurred by Landlord for compliance with any and all Governmental Requirements, including Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date)Premises forms a part, or to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”); (q) elevator service and repair, if any; (r) business taxes and license fees; (s) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting principles would be considered an expense of maintaining, operating, repairing the Building; (t2) the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repair, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency Rating; and (v) the amortization of costs of capital improvements in accordance with the immediately-succeeding sentence. Costs associated with capital improvements described in subsection (u), above, or which constitute Permitted Capital Expenditures and which were installed or constructed by Landlord other than in the initial construction of the Building, whether such were constructed or installed before or after the Commencement Date, shall be amortized with interest return at the Prime Rate over the estimated useful life of the capital improvement, determined in accordance with generally accepted accounting principles, provided that only annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the Lease. Provided however, that to the extent any of the costs enumerated in items (t) or (u), above, create a new line item in, or category of, Operating Costs during any Year after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) payable with respect to any Year permanent financing now or hereafter affecting the Project which increase results not from a refinancing but solely from a provision for such increase in the applicable loan documents; (k) Alterations to the “Green Costs Cap”Project or the areas used in connection with the operation of the Project for life-safety systems and other capital improvements and replacements together with all costs and interest thereon at.an annual rate equal to the Improvement Interest Rate (as defined below)., all amortized over their useful life; (1) Such other items as are now or hereafter customarily included in the cost of managing, operating, maintaining, overhauling and repairing the Project and the areas used in connection with the operation of the Project in accordance with now or hereafter accepted accounting or management principles or practices, including but not limited to reserves for all operating costs with a useful life greater than one year and the cost of removal, disposal and recycling costs associated with all fluorescent bulbs as mandated by governmental laws or regulators; and, the administrative cost and expenses for telephone, fax, pagers, answering service, postage, supplies, and the electricity, alarm services and janitorial service for the Project's management office; and (m) A fee for the management of the Project equal to five percent (5%) of the Rent (Paragraph 5.3) collected for the Project. Notwithstanding anything to the contrary in this Section 7.4, "Operating Costs" shall not include: (a) Amounts reimbursed by other sources, such as insurance proceeds, equipment warranties, judgments or settlements;

Operating Costs. All “Operating Costs” means all expenses paid or incurred by Landlord for maintaining, operating, owning and repairing any or all of the LandProject, Building, Premises, related improvements, and the personal property used in conjunction with such Project, Building, Premises and related improvements, except for Property Taxes, including without limitation . Included are all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety or in or serving the common areas)Services, cable television, steam, heat, cooling or any other similar service and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities)supplies; (c) cleaning, painting (common areas) and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlord; (f) reasonable management fees, not to exceed three percent (3%) of annual gross rents payable by tenants of the Building; (g) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance maintenance, replacement or improvement or other work included in this subparagraph; (h) license, permit and inspection fees (relating to the common areas)fees; (i) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land Project is a part; (j) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)equipment; (k) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (I) the cost of repairsrepairs or replacements; (m) charges under maintenance and service contracts; (n) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in proceedings that affect the subparagraph styled “Exclusions from Operating Costs”Project or the Building and are not related to a particular tenant lease; (o) maintenance and repair of the roof and roof membranes, (p) costs incurred by Landlord for compliance with any and all Governmental RequirementsRequirements that are enacted following the Commencement Date, including Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date)Laws, or and to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”)Project; (q) elevator service and repair, if any; (r) business taxes and license fees; (s) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting and management principles would be considered an expense of maintaining, operating, owning or repairing the Building; (t) the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repair, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency Rating; and (vs) the amortization of costs of capital improvements in accordance with the immediately-succeeding next sentence. Costs associated with capital improvements described in subsection (u), above, or which constitute Permitted Capital Expenditures and which were installed or constructed by Landlord other than in the initial construction of the Building, whether such were constructed or installed before or after the Commencement Date, Building shall be amortized with interest return at the Prime Rate plus two (2) percentage points over the estimated useful life of the capital improvement, improvement as determined in accordance with generally accepted accounting principles, provided that only by Landlord and the annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to Cost and includable in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacingOperating Costs for a given year provided, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the Lease. Provided however, that amortization of capital improvements shall only be included as an Operating Cost to the extent such capital improvement (A) results in cost savings to the Building, but only to the extent, in any year, of the costs enumerated in items (t) such cost savings for such year; or (u), above, create a new line item in, or category of, Operating Costs during B) is required by any Year Governmental Requirement first enacted after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”)Commencement Date.

Operating Costs. All Except as otherwise set forth herein, all costs and expenses paid or incurred by Landlord for maintaining, operating, owning and repairing any or all of the Land, Building, Premises Premises, Project, related improvements, and the personal property used in conjunction with such Land, Building, Premises, Project and related improvements, all as determined in accordance with generally accepted accounting principles consistently applied. Included, without limitation, except for Property Taxes, including without limitation as otherwise provided herein; are all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety or in or serving the common areas)Services, cable television, steam, heat, cooling or any other similar service and which are not payable directly by tenants in the BuildingProject; (b) supplies (in reasonable quantities)supplies; (c) cleaning, painting (common areas) and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal plants and repairing irrigation equipment) and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlord; management fees (f) management fees, not to exceed at three percent (3%) of annual gross rents payable by tenants revenues of the BuildingProject); (gf) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance maintenance, replacement or improvement or other work included in this subparagraph; (hg) license, permit and inspection fees (relating to the common areas)fees; (ih) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (ji) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)equipment; (kj) audit fees and accounting services related to the BuildingProject, and charges for the computation of the rents and charges payable by tenants in the Building Project (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (Ik) the cost of repairsrepairs or replacements; (ml) charges under maintenance and service contracts; (nm) reasonable legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”; (on) subject to item (w) below, maintenance and repair of the roof and roof membranes, (po) costs incurred by Landlord for compliance with any and all Governmental Requirements, including Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date)Laws, or and to increase the efficiency of any electrical, mechanical or other system servicing the Premises, Building or the Land (the “Permitted Capital Expenditures”)Land; (qp) subject to item (w) below, elevator service and repair, if any; (rq) business taxes and license fees; (r) Property Taxes; (s) all insurance maintained by Landlord, together with commercially reasonable deductibles therefor; (t) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting and management principles consistently applied would be considered an expense of maintaining, operating, owning or repairing the Building; (tu) the reasonable cost of insurance endorsements or insurance policies or endorsements purchased to enable Landlord in order to repair, replace and re-commission the Building in a manner sufficient to obtain for re-certification pursuant to any Green Agency Rating (to the extent the Building has achieved any certification under any Green Agency Rating) or support achieving energy and carbon reduction targets; (uv) all costs of maintaining, managing, reporting, commissioning, reporting and recommissioning the Building (or any part thereof that was designed and/or and /or built to be sustainable) sustainable and conform with any Green Agency Rating, and all costs of applying, reporting and commissioning the Building or any part thereof to conform to the requirements necessary to obtain seek certification under any Green Agency Rating; and (vw) the amortization of costs of capital expenditures (A) which are intended to effect economies in operation or maintenance of the Building, or any portion thereof, to the extent of cost savings reasonably anticipated by Landlord at the time of such expenditure to be incurred in connection therewith, or (B) that are required under any governmental law or regulation, except for capital repairs, replacements or other improvements to remedy a condition existing prior to the Commencement Date which an applicable governmental authority, if it had knowledge of such condition prior to the Commencement Date and if such condition was not subject to a variance or a grandfathered code waiver exception would have then required to be remedied pursuant to then current governmental laws or regulations; provided, however, that any such permitted capital expenditure shall be amortized (with the interest at the Interest Rate) over its reasonable useful life. If less than ninety-five percent (95%) of the net rentable area of the Building or Project is occupied by tenants at all times during any calendar year, then Operating Costs for such year shall include all additional costs and expenses that Landlord reasonably determines would have been incurred had ninety-five percent (95%) of the Building and Project been occupied at all times during such year by tenants. If a category or categories of services are provided or an unexpected increase in services are provided by Landlord in the Base Year, but not in “subsequent” calendar year(s), the Base Year shall be retroactively adjusted to reflect the Operating Costs which would have been incurred during the Base Year had such category or categories of services or unexpected increase in services not been provided during the Base Year. In the event and to the extent Landlord incurs costs or expenses associated with or relating to separate items or categories or subcategories of Operating Costs which were not part of Operating Costs during the entire Base Year, Operating Costs for the Base Year shall be deemed increased by the amounts Landlord would have incurred during the Base Year with respect to such costs and expenses had such separate items or categories or subcategories of Operating Costs been included in Operating Costs during the entire Base Year. Landlord shall not (x) include in Operating Costs any costs which Landlord collects separately outside of Operating Costs (i.e., Landlord may not “double count” expenses), and (y) collect Operating Costs from Tenant and all other tenants/occupants in the Building in an amount in excess of what Landlord incurred for the items included in Operating Costs. Any refunds or discounts actually received by Landlord for any category of Operating Costs shall reduce Operating Costs in the applicable Year (pertaining to such category of Operating Costs), including the Base Year. Notwithstanding the foregoing, Operating Costs shall not include: (A) Any ground lease rental; (B) Costs incurred by Landlord for the repair of damage to the Project to the extent that Landlord is reimbursed by insurance proceeds, subject, however, to the provisions of Section 4.9 [Damage or Destruction] below, condemnation awards, or a tenant of the Building (other than as part of Operating Cost payments), or otherwise to the extent so reimbursed, provided that Landlord shall use its commercially reasonable efforts to achieve reimbursement of reimbursable items that are Operating Costs; (C) Costs, including permit, license and inspection costs, incurred with respect to the installation of tenant or other occupants’ improvements in accordance the Project or incurred in renovating or otherwise improving, decorating, painting or redecorating vacant space for other occupants of the Project; (D) Depreciation, amortization and interest payments, except as provided herein and except on materials, tools, supplies and vendor-type equipment purchased by Landlord to enable Landlord to supply services Landlord might otherwise contract for with a third party where such depreciation, amortization and interest payments would otherwise have been included in the charge for such third party’s services, and when depreciation or amortization is permitted or required, the item shall be amortized over its reasonably anticipated useful life; (E) Marketing costs, including leasing commissions, attorneys’ fees in connection with the immediately-succeeding sentence. negotiation and preparation of letters of intent, leases, subleases and/or assignments and space planning costs; (F) Costs incurred by Landlord due to the violation by Landlord or any other tenant of the terms and conditions of any lease of space in the Project or any applicable law or Governmental Requirement; (G) Overhead and profit increment paid to Landlord or to subsidiaries or affiliates of Landlord for goods and/or services in or to the Project to the extent the same unreasonably exceeds a competitive cost given the quality of such goods and/or services; (H) Interest, principal, points and fees on debts or amortization on any mortgage or mortgages or any other debt instrument encumbering the Project (except as permitted above); (I) Landlord’s general corporate overhead expenses; (J) Advertising and promotional expenditures; (K) intentionally deleted; (L) Costs arising from Landlord’s charitable or political contributions; (M) Costs for the acquisition of (as contrasted with the maintenance of) sculptures, paintings or other objects of art; (N) Costs associated with capital improvements described the operation of the business of the partnership or entity which constitutes Landlord as the same are distinguished from the costs of operation of the Project, including partnership accounting and legal matters, costs of defending any lawsuits with or claims by any mortgagee, costs of selling, syndicating, financing, mortgaging or hypothecating any of Landlord’s interest in subsection the Project, costs of any disputes between Landlord and its employees (uif any) not engaged in Project operation, disputes of Landlord with Project management, or outside fees paid in connection with disputes with other tenants; (O) Capital improvements, except as expressly permitted herein; (P) Any travel expenses; (Q) Any “finders fees”, brokerage commissions, job placement costs or job advertising cost; (R) Any reserves for Operating Costs including, without limitation, bad debts or for future improvements, repairs or additions; (S) Costs incurred to (i) comply with Governmental Requirements relating to the removal of any Hazardous Substances which were in existence on the Project prior to the date hereof, and were of such a nature that a federal, state or municipal governmental authority, if it had then had knowledge of the presence of such Hazardous Material, in the state, and under the conditions that it then existed on the Project, would have then required the removal of such Hazardous Material or other remedial or containment action with respect thereto, and (ii) to remove, remedy, contain, or treat any Hazardous Substances, which Hazardous Substances (A) is located in the ground and/or water below the surface of the Project or (B) is brought onto the Project after the date hereof by Landlord or Landlord’s Agents (or by a third party unaffiliated with Tenant or Tenant’s Agents if neither Tenant nor Tenant’s Agents or assigns is the tenant or subtenant of the other building within the Project), aboveand is of such a nature, at that time, that a federal, state or which constitute Permitted Capital Expenditures municipal governmental authority, if it had then had knowledge of the presence of such Hazardous Substances, in the state, and which were installed under the conditions, that it then exists on the Project, would have then required the removal of such Hazardous Substances or constructed other remedial or containment action with respect thereto; (T) Costs incurred to repair latent defects with respect to the structural components of the Building (provided that such latent structural defects are not attributable to the acts or omissions of Tenant or Tenant’s Agents) and incurred in connection with the original construction, permitting, licensing and development of the Project; (U) the cost of the Exterior Renovations; (V) Any compensation paid to clerks, attendants or other persons in commercial concessions operated by Landlord above FMV (other than in the initial parking facility for the Building and/or Project); (W) Wages and benefits of any employee who does not devote substantially all of his or her employed time to the Building unless such wages and benefits are prorated to reflect time spent on operating and managing the Building; (X) Fines, penalties and interest incurred as a result of the Landlord’s negligence, financial inability or unwillingness to make payments when due; (Y) intentionally omitted; (Z) rentals and other related expenses incurred in leasing air conditioning systems, elevators or other equipment, to the extent the cost of which, if purchased, would be excluded from Operating Costs as a capital cost, except equipment not affixed to the Project which is used in providing janitorial or similar services and, further excepting from this exclusion such equipment rented or leased to remedy or ameliorate an emergency condition in the Project; (AA) Rent for any office space occupied by Project management personnel to the extent the size or rental rate of such office space materially exceeds the size or fair market rental value of office space occupied by management personnel of the Comparable Buildings in the vicinity of the Project, with adjustment where appropriate for the size of the applicable project and taking into consideration the quality and amenities of the Project, including, without limitation, the Project’s parking ratios; (BB) All assessments and premiums which are not specifically charged to Tenant because of what Tenant has done, which can be paid by Landlord in installments, shall be paid by Landlord in the maximum number of installments permitted by law without causing Landlord to incur penalties, late charges, interest or any other additional cost or expense (except to the extent inconsistent with the general practice of the Comparable Buildings) and shall be included as Operating Costs in the year in which the assessment or premium installment is actually paid; (CC) Costs to the extent caused by the gross negligence or willful misconduct of Landlord or Landlord’s Agents; (DD) Any above Building standard cleanup, including construction and special events cleanup (other than special events where Tenant is invited or when as a result of events not within the reasonable control of Landlord); (EE) legal fees and costs, settlements, judgments or awards paid or incurred because of disputes between Landlord and Tenant, Landlord and other tenants or prospective occupants or prospective tenants/occupants; (FF) the costs of any flowers, gifts, balloons, etc. provided to any prospective tenants, Tenant, other tenants, and occupants of the Building, whether except to the extent such were constructed costs are customarily included in operating expenses by landlords of Comparable Buildings; (GG) costs to the extent reimbursed to Landlord under any warranty carried by Landlord for the Building and/or the Project; and (HH) Costs due to violations of any covenants, conditions, restriction or installed before other matters of record; and (II) any earthquake insurance deductible which is used for capital repairs, replacements or after additions (e.g., in the Commencement Dateevent of a major loss where the useful life and economic value of the damaged structure(s) are being increased), shall be except to the extent such deductible is amortized with interest return at the Prime Rate over the estimated reasonable useful life of the capital improvement, determined in accordance with generally accepted accounting principles, provided that only annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the Lease. Provided however, that to the extent any of the costs enumerated in items (t) or (u), above, create a new line item in, or category of, Operating Costs during any Year after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”structure(s).

Operating Costs. All expenses paid or incurred by Landlord for maintaining, operating, owning and repairing any or all of the Land, Building, Premises, related improvements, and the personal property used in conjunction with such Land, Building, Premises and related improvements, except for Property Taxes, including without limitation . Included are all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety or in or serving the common areas)Services, cable television, steam, heat, cooling or any other similar service and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities)supplies; (c) cleaning, painting (common areas) and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by LandlordLandlord (not to exceed $50,000.00 per occurrence); (f) management fees, fees (not to exceed three and one-half percent (33.5%) of annual gross rents payable the total revenues collected by Landlord from Tenant and other tenants of the Building); (g) Property Taxes (if any portion of such Property Taxes is charged on an accrual basis, for purposes of this Lease the Property Taxes payable during the calendar year shall be included in such year’s Operating Costs), tax consultant fees and expenses, and reasonable costs of protesting, reducing or appealing Property Taxes; (h) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform to the extent of their performance of duties in connection with any service, repair, maintenance maintenance, replacement or improvement or other work included in this subparagraph; (hi) license, permit and inspection fees (relating to the common areas)fees; (ij) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (jk) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)equipment; (kl) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (Im) the cost of repairsmaintenance, repairs or replacements; (mn) charges under maintenance and service contracts; (no) reasonable legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”; (op) maintenance and repair of the roof and roof membranes, (pq) costs incurred by Landlord for compliance with any and all Governmental Requirements, including Access Laws (unless Laws, enacted after the violation with respect to which Possession Date, and costs incurred by Landlord effects compliance existed on the Effective Date), or to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land Landlord, provided, that if any of the foregoing costs are capital in nature, then the same shall be amortized as set forth in item (the “Permitted Capital Expenditures”)w) below; (qr) elevator service and repair, if any; (rs) business taxes and license fees; (s) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting principles would be considered an expense of maintaining, operating, repairing the Building; (t) the reasonable cost of insurance endorsements or insurance policies or endorsements purchased to enable Landlord in order to repair, replace and re-commission and/or recommission the Building in a manner sufficient to obtain for re-certification pursuant to any a Green Agency Rating (or, in the event the Building has not achieved certification under a Green Agency Rating, such insurance that is purchased in order to facilitate the restoration or rebuilding of the Building after a casualty so as to achieve such certification) or to support achieving energy and carbon reduction targets; (u) all costs the cost of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to sustainable and conform to the requirements necessary to obtain any with a Green Agency Rating, and all costs of applying, reporting and commissioning the Building or any part thereof to seek certification under a Green Agency Rating provided that Landlord shall not apply for such certification more often than commercially reasonable for comparable buildings; (v) any other expense or charge which in accordance with generally accepted accounting and management principles would be considered an expense of maintaining, operating, owning or repairing the Building; and (vw) the amortization of costs of capital improvements improvements, repairs or replacements to the Building or the Land (A) to the extent of the reduction in accordance with Operating Costs reasonably anticipated to result from such work over the immediately-succeeding sentence. Costs associated with capital improvements described in subsection (u)useful life of such improvements, aboverepair or replacement, or which constitute Permitted Capital Expenditures and which were installed (B) to upgrade, improve or constructed by Landlord other than enhance life/safety conditions in the initial construction of the Building, whether such or (C) which are required under any Governmental Requirements which were constructed not applicable to the Building or installed before or after the Land as of the Commencement Date, shall be amortized with interest return at the Prime Rate plus two (2) percentage points over the estimated useful life of the capital such improvement, repair or replacement as reasonably determined in accordance with generally accepted accounting principles, provided that only annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord. As used herein, Telecommunication Facilities). Operating costs shall be computed on an accrual basis “commissioning” and determined in accordance with GAAP consistently applied throughout “recommissioning” mean the Term of the Lease. Provided however, quality assurance process that seeks to the extent any of the costs enumerated in items (t) or (u), above, create analyze and improve a new line item in, or category of, Operating Costs during any Year after the Base Year (“New Green Costs”), Tenantbuilding’s monetary liability with respect operations and maintenance procedures to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”)enhance overall building performance.

Operating Costs. All The term “Operating Costs” shall mean all expenses incurred by Landlord in connection with the operation, management, maintenance and repair of the Project. Operating Costs include, but are not limited to, the following items: (a) the cost of the personal property used in conjunction with the operation, management, maintenance and repair of the Project; (b) costs to repair and maintain the Project; (c) all expenses paid or incurred by Landlord for maintaining, operating, owning and repairing any or all of the Land, Building, Premises and related improvements, except for Property Taxes, including without limitation all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewerselectric, fire sprinkler charges, refuse collection, Telecommunication Services (sewer and oil services for life safety or in or serving the common areas), heat, cooling or any other similar service and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities); (c) cleaning, painting (common areas) and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other servicesProject; (d) security servicesthe costs and expenses incurred in connection with the provision of the services set forth in Section 8, if anyabove and any other services provided by Landlord to the Project from time to time; (e) insurance premiums building supplies and applicable insurance deductible payments by Landlordmaterials used in connection with repairs to the Project; (f) management fees, not to exceed three percent (3%) of annual gross rents payable by tenants of cleaning and janitorial services in or about the BuildingPremises and the Project; (g) window glass replacement, repair and cleaning; (h) repair, replacement and maintenance of the grounds, including costs of landscaping, lighting, Project and Building signage, gardening and planting, including service or management contracts with independent contractors, including but not limited to security and energy management services and costs; (i) operational costs to achieve compliance with any governmental laws, rules, orders or regulations, and excluding capital expenses associated therewith except to the extent specifically set forth below; (j) utility taxes; (k) compensation (including employment taxes and taxes, fringe benefits) of , salaries, wages, medical, surgical, and general welfare benefits (including health, accident and group life insurance), pension payments, payroll taxes for all persons and business organizations personnel employed by Landlord or its management company who perform duties in connection with any servicethe operation, repairmanagement, maintenance and repair of the Project (allocated among all properties served by such employees as determined by Landlord in its reasonable discretion, if such employees are utilized by more than one property) plus the salary and benefits of the property manager specifically assigned to the Project; (l) any (i) capital expenditures incurred to reduce Operating Costs, (ii) capital expenditures incurred to comply with any governmental law, order, regulation or other work included requirement which is enacted or becomes effective after the Commencement Date, and (iii) capital expenditures made for the replacement of items (the repair of which would be includable within Operating Costs) in lieu of repairs thereto, provided (A) replacement of the item in lieu of repair is either less costly on an annual basis than repair of the item in question, or is necessary given the non-functioning condition of the item in question, as determined by Landlord in good faith, (B) this subparagraphprovision shall not apply to general renovations, as opposed to needed repairs, of the Building or any elements therein, and (C) such expenditure shall be recoverable only over the useful life of the item in question by amortizing such expenditure over such useful life (in accordance with applicable federal income tax guidelines) at an annual interest rate equal to the Prime Rate at the time of such expenditure, and only the sum of all amortization payments payable during the year in question shall be includable in Operating Costs in each year during such recovery period; (hm) cost of premiums for casualty and liability insurance policies required to be maintained by Landlord hereunder and any other insurance carried by Landlord with respect to the Project; (n) license, permit and inspection fees (relating to the common areas)fees; (io) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a partmanagement fees; (jp) rental consulting fees in connection with the provision of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)common area maintenance services; (kq) audit fees personal property and accounting services related to BPOL taxes; (r) trash removal, including all costs incurred in connection with waste product recycling; (s) snow and ice removal or prevention; (t) maintenance, repair and striping of all parking areas used by tenants of the Building, and charges any other cost or assessment payable in connection with the maintaining of such parking areas; (u) uniforms and dry cleaning; (v) telephone, cellular phone, paging, telegraph, postage, stationery supplies and other materials and expenses required for the computation routine operation of the rents Building; (w) association and charges payable by tenants in other assessments for maintenance of offsite improvements serving or benefiting the Building Project; (but only x) costs and expenses relating to compliance with any ongoing existing proffer obligations applicable to the extent the cost of such fees and services are in addition to the cost of the management fee)Project; (Iy) the cost of repairsacquisition, repair, maintenance and replacement of seasonal Building decoration; (mz) charges under maintenance the cost of operating, maintaining, repairing and service contracts; (n) legal fees replacing conduits and other expenses of legal or electrical fixtures, fire protection, alarm and sprinkler systems, Building and Project plumbing and storm and sanitary sewer systems, (aa) other dispute resolution proceedings, except as prohibited association assessments for common area services provided to owners in the subparagraph styled “Exclusions from Operating Costs”; (o) maintenance and repair of the roof and roof membranesPlaza America complex, (pbb) costs incurred by Landlord for compliance and fees charged and/or assessed in connection with any and all Governmental Requirements, including Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date), or to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”); (q) elevator service and repair, if any; (r) business taxes and license fees; (s) any other expense or charge relating improvement district that is applicable to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting principles would be considered an expense of maintaining, operating, repairing the Building; (t) the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repair, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency RatingProject; and (vcc) the amortization of costs of capital improvements and fees charged and/or assessed in accordance connection with the immediately-succeeding sentence. Costs associated with capital improvements described in subsection (u), above, any transportation district fee or which constitute Permitted Capital Expenditures and which were installed or constructed by Landlord other than in the initial construction of the Building, whether such were constructed or installed before or after the Commencement Date, shall be amortized with interest return at the Prime Rate over the estimated useful life of the capital improvement, determined in accordance with generally accepted accounting principles, provided assessment that only annual amortization of principal and interest attributable is applicable to the Project. Notwithstanding anything in this Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the Lease. Provided however, that to the extent any of contrary, the costs enumerated in items (t) or (u), above, create a new line item in, or category of, Operating Costs during any Year after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs preceding list is for definitional purposes only and shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect impose any obligation upon Landlord to any Year (the “Green Costs Cap”)incur such expenses or provide such services.

Operating Costs. All expenses paid or incurred by Landlord for maintaining, operating, owning and repairing any or all of the Land, Building, Premises related improvements, and the personal property used in conjunction with such Land, Building and related improvements, except for Property Taxes, including without limitation all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety telephone charges, cable television or in other electronic or serving the common areas)microwave signal reception, steam, heat, cooling or any other similar service which is now or in the future considered a utility and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities)supplies; (c) cleaning, painting (common areas) cleaning and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowingmoving,, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlordinsurance; (f) management fees, not to exceed three percent (3%) of annual gross rents payable by tenants of the Building; (g) services of independent contractors; (h) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance maintenance, replacement or improvement or other work included in this subparagraph; (hi) license, permit and inspection fees (relating to the common areas)fees; (ij) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (jk) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)equipment; (kl) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (Im) the cost of repairsimprovements, repairs or replacements; (mn) charges under maintenance and service contracts; (no) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”; (op) maintenance and repair of the roof and roof membranes, (pq) costs incurred by Landlord for compliance with any and all Governmental RequirementsAccess Laws, including as set forth in the paragraph captioned "Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date), or to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”)Laws"; (qr) elevator service and repair, if any; (r) business taxes and license fees; (s) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting and management principles would be considered an expense of maintaining, operating, owning or repairing the Building; (t) . Without limiting the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repairforegoing, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency Rating; and (v) the amortization of costs of capital improvements in accordance with the immediately-succeeding sentence. Operating Costs associated with capital improvements described in subsection (u), above, or which constitute Permitted Capital Expenditures and which were installed or constructed by Landlord other than in the initial construction of the Building, whether such were constructed or installed before or after the Commencement Date, shall be amortized with interest return at the Prime Rate over the estimated useful life of the capital improvement, determined in accordance with generally accepted accounting principles, provided that only annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: include replacement of roof structure roofs and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and driveways; upgrading Building common of the HVAC systems and facilities (including HVAC systemsin the Building, and if owned other capital improvements which are intended to reduce Operating Costs; provided that such capital improvements, whether installed before or after the Commencement Date, shall be amortized with market interest over their estimated useful lives as determined by Landlord, Telecommunication Facilities)Landlord and only the amortization installments and interest attributable to the Lease Term shall be an Operating Cost under this Lease. Operating costs Costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the Lease. Provided however, that to the extent not include any of the costs enumerated following: ground rent; interest and amortization of funds borrowed by Landlord for items other than capital improvements; leasing commissions and advertising and space planning expenses incurred in items (t) or (u)procuring tenants; and salaries, above, create a new line item inwages, or category ofother compensation paid to officers or executives of Landlord in their capacities as officers and executives, If less than ninety-five percent (95%) of the net rentable area of the Building is occupied by tenants at all times during any Year, then Operating Costs for such Year may include all additional costs and expenses that Landlord reasonably determines would have been incurred had ninety-five percent (95%) of the Building been occupied at all times during any such Year after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”)by tenants.

Operating Costs. All expenses paid or incurred by Landlord for maintaining, operating, owning and repairing any or all of the Land, Building, the Premises, the Garage, related improvements, and the personal property used in conjunction with such Land, Building, Premises and related improvements, except for Property Taxes, including without limitation . Included are all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety or in or serving the common areas)Services, cable television, steam, heat, cooling or any other similar service and which are not payable directly by tenants in the Building; (b) supplies (used in reasonable quantities)the Building; (c) cleaning, painting (common areas) and janitorial services (including window washing), interior and exterior landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other servicesservices that are not exclusive to any one tenant or group of tenants in the Building; (d) security access control services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlord; (f) property management fees, fees (not to exceed three four percent (34%) of annual the gross rents payable by tenants revenues of the Building; (g) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance maintenance, replacement or improvement or other work included in this subparagraphsubparagraph (not above the level of manager, and to the extent that employees of Landlord or employees of Manager or Landlord’s Agents are not assigned exclusively to the Building, then Operating Costs shall include only the portion of their salaries, wages and other personnel costs that Landlord allocates on a rational and reasonable basis to the Building); (h) license, permit and inspection fees (relating to the common areas)fees; (i) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (j) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)equipment; (k) third-party audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (Il) the cost of repairsrepairs or replacements, as and to the extent permitted or required under this Lease; (m) charges under maintenance and service contractscontracts to unrelated third parties; (n) legal fees and other expenses of legal or other dispute resolution proceedingsproceedings (other than those incurred in lease disputes with tenants, except as prohibited in procuring tenants, or for fees not related to the subparagraph styled “Exclusions from Operating Costs”operation and maintenance of the Building or entering leases or occupancy agreements); (o) maintenance and repair of the roof and roof membranes, ; (p) costs incurred by Landlord for compliance with any and all changes, modifications or supplements to any Governmental Requirements, including Access Laws (unless Requirements that are effective or enacted after the violation with respect to which Landlord effects compliance existed on the Effective Commencement Date), or to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”)Land; (q) elevator service and repair, if any; (r) business taxes and license feesfees relating to the Building and not the ownership entity; (s) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting and management principles would be considered an expense of maintaining, operating, owning or repairing the Building; (t) the reasonable cost of insurance endorsements or insurance policies or endorsements purchased to enable Landlord in order to repair, replace and re-commission the Building in a manner sufficient to obtain for re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targetsin effect for the Building as of the Effective Date; (u) all any costs of maintaining, managing, reporting, commissioning, and recommissioning incurred in maintaining or managing the Building (or any part thereof so that was designed and/or built to be sustainable) to same will conform to the requirements necessary to obtain with, maintain or attain any Green Agency RatingRatings, including but not limited to all reporting costs (collectively, “Green Expenses”), provided that Tenant’s Pro Rata Share of Green Expenses shall be subject to an aggregate maximum annual cap of $0.12 per rentable square foot of the Premises; however, such cap shall not (i) be applied to any costs incurred by Landlord in recommissioning the Building in order to comply with any Green Agency Ratings (although Tenant’s Pro Rata Share of such recommission costs may only be passed through to Tenant once during the initial Lease Term and Tenant’s Pro Rata share thereof shall not exceed Five Thousand Dollars ($5,000.00)); and (ii) limit Tenant’s Pro Rata Share of any particular Operating Cost that independently qualifies under another permissible category of Operating Costs under this paragraph; and (v) the amortization of costs of capital improvements or expenditures in accordance with the immediately-succeeding sentencebalance of this paragraph. Costs associated with capital improvements described in subsection (u), above, or which constitute Permitted Capital Expenditures and which were installed or constructed by Landlord other than in the initial construction of the Building, whether such were constructed or installed before or after the Commencement Effective Date, shall be amortized with interest return thereon at the Prime Rate plus two (2) percentage points over the estimated useful life of the capital improvementimprovement as reasonably determined by Landlord, determined in accordance with generally accepted accounting principles, provided that but only the annual amortization of principal and interest attributable to for the portion of the useful life of such improvement which occurs during the Lease Term shall be an Operating Cost. The only capital improvements referred improvements, costs or expenditures permitted to be included in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs Costs shall be computed on an accrual basis and determined in accordance capital expenditures incurred either to (i) reduce Operating Costs or (ii) to comply with GAAP consistently applied throughout the Term requirements of any law, order or regulation of any governmental, quasi-governmental, public or other authority not applicable to the Building as of the LeaseCommencement Date. Provided Provided, however, that Landlord shall only pass-through capital improvements, costs or expenditures pursuant to the extent any subsection (i) of the costs enumerated preceding sentence if Landlord had a good faith belief at the time it incurred the same that the savings to Tenant in items (t) or (u), above, create a new line item in, or category of, its Pro Rata Share of Operating Costs during any Year after as a result of the Base Year (“New Green Costs”)capital expenditure, Tenant’s monetary liability with respect to cost or improvement would equal or exceed Tenant’s Pro Rata Share of the cost of the capital expenditure, cost or improvement and, upon Tenant’s written request, Landlord will provide to Tenant relevant documents, studies, analysis or reports in its possession that contributed to such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”)belief.

Operating Costs. All Operating Costs shall include all costs and expenses paid or incurred by Landlord for maintainingof ownership, operatingmanagement, owning operation, repair and repairing any or all maintenance of the Land, Building, Premises Project (excluding depreciation of the improvements in the Project and related improvements, except for Property Taxesall amounts paid on loans of Landlord) computed in accordance with tax basis accounting principles consistently applied, including without limitation all expenses paid by way of illustration but not limited to: real property taxes, taxes assessed on the Personal Property, any other governmental impositions imposed on or incurred by Landlord for: (a) utilitiesreason of the ownership, including electricityoperation or use of the Project, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety and any tax in addition to or in lieu thereof, other than taxes covered by Paragraph 5.4, whether assessed against Landlord or serving the common areas)Tenant or both; parts; equipment; supplies; insurance premiums; license, heat, cooling or any other similar service permit and which are not payable directly by tenants in the Buildinginspection fees; cost of services and materials (b) supplies (in reasonable quantitiesincluding property management fees); (c) cleaning, painting (common areas) and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlord; (f) management fees, not to exceed three percent (3%) cost of annual gross rents payable by tenants of the Building; (g) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection connected with any servicethe management, repairoperation, maintenance or other work included in this subparagraph; (h) license, permit and inspection fees (relating to the common areas); (i) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (j) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”); (k) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (I) the cost of repairs; (m) charges under maintenance and service contracts; (n) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”; (o) maintenance and repair of the roof Project; costs of providing utilities and roof membranes, (p) costs incurred by Landlord for compliance with any and all Governmental Requirementsservices, including Access Laws water, gas, electricity, sewage disposal, rubbish removal, janitorial, gardening, security, parking, window washing, supplies and materials, and signing (unless but excluding services not uniformly available to substantially all of the violation with respect to which Landlord effects compliance existed on the Effective Date), or to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”Project tenants); (q) elevator service and repair, if any; (r) business taxes and license fees; (s) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting principles would be considered an expense of maintaining, operating, repairing the Building; (t) the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repair, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency Rating; and (v) the amortization of costs of capital improvements (i) required to cause the Project to comply with all laws, statutes, ordinances, regulations, rules and requirements of any governmental or public authority, including, without limitation, the Americans with Disabilities Act of 1990 (the “ADA”) (collectively, “Legal Requirements”), or (ii) which reduce Operating Costs, such costs, together Please Initial Tenant (JR) Landlord (JC) with interest on the unamortized balance at the rate of eight percent (8%) per annum, to be amortized over the useful life or payback period whichever is shorter; costs of maintenance and replacement of landscaping; legal, accounting and other professional services incurred in connection with the operation of the Project and the calculation of Operating Costs; and rental expense or a reasonable allowance for depreciation of personal property used in the maintenance, operation and repair of the Project. If the Project is not fully occupied for any calendar year during the term of this Lease, Operating Costs that vary with occupancy shall be adjusted to the amount which would have been incurred if the Project had been fully occupied for the year. Tax basis accounting is defined to mean accounting in accordance with the immediately-succeeding sentence. Costs associated with capital improvements described in subsection (u)Internal Revenue Code and related rules, aboveregulations, or which constitute Permitted Capital Expenditures rulings, and which were installed or constructed applicable case law applied by Landlord other than on a consistent basis in reporting income and expense, including the initial construction capitalization of the Buildingcosts and related depreciation, whether such were constructed or installed before or after the Commencement Date, shall be amortized with interest return at the Prime Rate over the estimated useful life of the capital improvement, determined in accordance with generally accepted accounting principles, provided that only annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities)Internal Revenue Service. Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the Lease. Provided however, that to the extent any of the costs enumerated in items (t) or (u), above, create a new line item in, or category of, Operating Costs during any Year after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (include the “Green Costs Cap”).following:

Operating Costs. All “Operating Costs” means all expenses paid or incurred by Landlord for maintaining, operating, owning and repairing any or all of the LandProject, Building, Premises, related improvements, and the personal property used in conjunction with such Project, Building, Premises and related improvements, except for Property Taxes, including without limitation . Included are all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety or in or serving the common areas)Services, cable television, steam, heat, cooling or any other similar service and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities)supplies; (c) cleaning, painting (common areas) and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlord; (f) management fees, not to exceed three percent (3%) of annual gross rents payable by tenants of the Building; (g) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance maintenance, replacement or improvement or other work included in this subparagraphsubsection; (h) license, permit and inspection fees (relating to the common areas)fees; (i) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land Project is a part; (j) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)equipment; (k) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (Il) the cost of repairsrepairs or replacements; (m) charges under maintenance and service contracts; (n) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in proceedings that affect the subparagraph styled “Exclusions from Operating Costs”Project or the Building and are not related to a particular tenant lease; (o) maintenance and repair of the roof and roof membranes, (p) costs incurred by Landlord for compliance with any and all Governmental Requirements, including Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date)Laws, or and to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”)Project; (q) elevator service and repair, if any; (r) business taxes and license fees; (s) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting and management principles would be considered an expense of maintaining, operating, owning or repairing the Building; (t) the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repair, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency Rating; and (vs) the amortization of costs of capital improvements in accordance with the immediately-succeeding next sentence. Costs associated with capital improvements described in subsection (u), above, or which constitute Permitted Capital Expenditures and which were installed or constructed by Landlord other than in the initial construction of the Building, whether such were constructed or installed before or after the Initial Commencement Date, shall be amortized with interest return at the Prime Rate plus two (2) percentage points over the estimated useful life of the capital improvement, improvement as determined in accordance with generally accepted accounting principles, provided that only by Landlord and the annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the Lease. Provided however, that Notwithstanding anything to the extent any of the costs enumerated in items (t) or (u), above, create a new line item in, or category ofcontrary herein contained, Operating Costs during any Year after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (include the “Green Costs Cap”).items set forth on Exhibit I.

Operating Costs. All expenses paid or incurred by Landlord for maintaining, operating, owning and repairing any or all of the Land, Building, Premises, related improvements, and the personal property used in conjunction with such Land, Building, Premises and related improvements, except for Property Taxes, including without limitation . Included are all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety or in or serving the common areas)Services, cable television, steam, heat, cooling or any other similar service and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities)supplies; (c) cleaning, painting (common areas) and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlord; (f) commercially reasonable management fees, not to exceed three percent (3%) of annual gross rents payable by tenants of the Building; (g) compensation (including employment taxes and fringe benefits) of all persons (at or below the level of property manager or building supervisor) and business organizations who perform duties in connection with any service, repair, maintenance maintenance, replacement or improvement or other work included in this subparagraphsubsection; (h) license, permit and inspection fees (relating to the common areas)fees; (i) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (j) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)equipment; (k) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (Il) the cost of repairsrepairs or replacements; (m) charges under maintenance and service contracts; (n) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”proceedings that benefit Building tenants generally; (o) maintenance and repair of the roof and roof membranes, (p) costs incurred by Landlord for compliance with any and all Governmental Requirements, including Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date)Laws, or and to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”)Land; (q) elevator service and repair, if any; (r) business taxes and license fees; (s) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting and management principles would be considered an expense of maintaining, operating, owning or repairing the Building; (t) the reasonable cost of insurance endorsements or insurance policies or endorsements purchased to enable Landlord in order to repair, replace and re-commission the Building in a manner sufficient to obtain for re-certification pursuant to any Green Agency Rating (or, in the event the Building has not achieved any certification under any Green Agency Rating, such insurance that is purchased in order to facilitate rebuilding the building upon a casualty so as to achieve such certification) or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) sustainable and conform with any commissioning the Building or any part thereof to conform to the requirements necessary to obtain seek certification under any Green Agency RatingRating (the costs and expenses described in this item (t) are collectively referred to herein as the “Green Agency Rating Costs” and such Green Agency Rating Costs shall in no event exceed five percent (5%) of the total Operating Costs (net of Property Taxes) in any Year); and (vu) the amortization of costs of capital improvements Includable Capital Costs in accordance with the immediately-succeeding next sentence. “Includable Capital Costs” means and refers to any costs which are required to be capitalized under generally accepted accounting principles to the extent such costs are for (1) reducing or avoiding increases in Operating Costs associated with capital in Landlord’s good faith estimate, (2) replacing, modifying and/or adding improvements described in subsection (u), above, or equipment mandated by any Governmental Requirement either enacted or which constitute Permitted Capital Expenditures and which were installed takes effect after the date of this Lease or constructed as a result of any new interpretation adopted by Landlord other than in the initial construction of the Building, whether such were constructed or installed before or governmental authorities after the Commencement DateDate and any repairs, disposals or removals necessitated thereby (including, but not limited to, the cost of complying with Access Laws), or (3) any other items necessary to carry out Landlord’s maintenance, repair, replacement and other obligations under this Lease. Includable Capital Costs shall be amortized with interest return at the Prime Rate plus two (2) percentage points over the estimated useful life of the capital improvement, improvement as determined in accordance with generally accepted accounting principles, provided that only by Landlord and the annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the Lease. Provided however, that to the extent any of the costs enumerated in items (t) or (u), above, create a new line item in, or category of, Operating Costs during any Year after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”).

Operating Costs. All expenses paid As used in this Article, "Operating Costs" shall --------------- mean all costs accrued or incurred and expenditures made by the Landlord for maintaining, operating, owning and repairing any or all of the Land, Building, Premises and related improvements, except for Property Taxes, including without limitation all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety or in or serving the common areas), heat, cooling or any other similar service and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities); (c) cleaning, painting (common areas) operation and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlord; (f) management fees, not to exceed three percent (3%) of annual gross rents payable by tenants of the Building; (g) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance or other work included in this subparagraph; (h) license, permit and inspection fees (relating to the common areas); (i) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (j) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”); (k) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (I) the cost of repairs; (m) charges under maintenance and service contracts; (n) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”; (o) maintenance and repair of the roof and roof membranes, (p) costs incurred by Landlord for compliance with any and all Governmental Requirements, including Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date), or to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”); (q) elevator service and repair, if any; (r) business taxes and license fees; (s) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting principles would be considered an expense of maintaining, operating, repairing and the Building; Appurtenant Land and Improvements (t) hereinafter collectively called the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repair, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency Rating; and (v) the amortization of costs of capital improvements in accordance with the immediately-succeeding sentence. Costs associated with capital improvements described in subsection (uProperty), aboveexclusive of financing expenses, or which constitute Permitted Capital Expenditures and which were installed or constructed by Landlord other than in the initial construction of the Building, whether such were constructed or installed before or after the Commencement Date, shall be amortized with interest return at the Prime Rate over the estimated useful life of the capital improvement, as determined in accordance with generally accepted accounting principles, provided that only annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs shall be computed on an accrual basis include, without limitation, costs of cleaning, security and determined in accordance with GAAP consistently applied throughout janitorial service (including costs of materials and equipment); utilities and other costs related to the Term provision of heat, electricity, telephones and air conditioning (excluding the cost of electricity for Landlord's electronic data processing equipment); maintenance and repairs to the Property (including snow and ice removal, landscaping and gardening, repair and maintenance of parking areas, and repair of heating and air conditioning equipment, elevators and other Building components); payments under all service contracts relating to the operation and maintenance of the Lease. Provided howeverProperty; management fees; wages, that salaries, benefits, payroll taxes and unemployment compensation insurance for employees of Landlord or any contractor of Landlord engaged in the cleaning, operation, maintenance or security of the Property; insurance relating to the extent any Property; legal fees related to the management of tenants and operation of the costs enumerated in items Property; auditing, expenses; amortized capital expenditures made by Landlord; payments other than taxes (tas hereinafter defined) or to the Town of Canton (uincluding, but not limited to, water and sewer charges, fire service fees and other user fees), above, create a new line item in, or category of, Operating Costs during any Year after supplies and all other expenses customarily incurred in connection with the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share operation of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”)first class office buildings.

Operating Costs. All costs and expenses paid or incurred by Landlord for maintaining, operating, replacing, owning and repairing any or all of the Land, Building, Premises, related improvements, and the personal property used in conjunction with such Land, Building, Premises and related improvements. Included, except for Property Taxeswithout limitation, including without limitation are all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety or in or serving the common areas)Services, cable television, steam, heat, cooling or any other similar service and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities)supplies; (c) cleaning, painting (common areas) and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlordmanagement fees (not to exceed 3% of the gross revenues of the Project); (f) management fees, not to exceed three percent (3%) of annual gross rents payable by tenants of the Building; (g) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance maintenance, replacement or improvement or other work included in this subparagraphparagraph at the senior property manager level and below; (hg) license, permit and inspection fees (relating to the common areas)fees; (ih) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (ji) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)equipment; (kj) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (Ik) the cost of repairsrepairs or replacements; (ml) charges under maintenance and service contracts; (nm) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”; (on) maintenance and repair of the roof and roof membranes, (po) costs incurred by Landlord for compliance with any and all Governmental Requirements, including Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date)Laws, or and to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”)Land; (qp) elevator service and repair, if any; (rq) business taxes and license fees; (r) Property Taxes; (s) all insurance maintained by Landlord, together with deductibles therefor; (t) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting and management principles would be considered an expense of maintaining, operating, owning or repairing the Building; (tu) the reasonable cost of insurance endorsements or insurance policies or endorsements purchased to enable Landlord in order to repair, replace and re-commission the Building in a manner sufficient to obtain for re-certification pursuant to any Green Agency Rating (or, in the event the Building has not achieved any certification under any Green Agency Rating, such insurance that is purchased in order to facilitate rebuilding the building upon a casualty so as to achieve such certification) or support achieving energy and carbon reduction targets; (uv) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or and /or built to be sustainable) sustainable and conform with any Green Agency Rating, and all costs of applying, reporting and commissioning the Building or any part thereof to conform to the requirements necessary to obtain seek certification under any Green Agency Rating; and (vw) the amortization of costs of capital improvements installed or constructed by or on behalf of Landlord, which are (A) intended to increase the operating efficiency of the Building, Project or any portion thereof, (B) required under any new or change in accordance with governmental law or regulation of any Governmental Agency implemented after the immediately-succeeding sentenceCommencement Date, and/or (C) relating to the replacement or repair of capital items that, in Landlord’s reasonable judgment, have worn out, become obsolete or otherwise require replacement (including, without limitation, replacement of the roof structure and roof membranes, parking area resurfacing and resealing, and replacement of Building Systems and facilities). Costs associated with any such capital improvements described in subsection (u), above, or which constitute Permitted Capital Expenditures and which were installed or constructed by Landlord other than in the initial construction of the BuildingLandlord, whether such were constructed or installed before or after the Commencement Date, shall be amortized with interest return at the Prime Rate plus four (4) percentage points over the estimated useful life of the capital improvement, improvement as reasonably determined in accordance with generally accepted accounting principles, provided that only by Landlord and the annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The If less than ninety-five percent (95%) of the net rentable area of the Building or Project is occupied by tenants at all times during any calendar year (including, without limitation, the Base Year), then Operating Costs for such year shall include all additional costs and expenses that Landlord reasonably determines would have been incurred had ninety-five percent (95%) of the Building and Project been occupied at all times during such year by tenants. Notwithstanding anything to the contrary herein, in no event shall costs for any item of utilities included in Operating Costs for any year subsequent to the Base Year be less than the amount included in Operating Costs for the Base Year for such utility item. Notwithstanding anything to the contrary herein, when calculating Operating Costs for the Base Year, Operating Costs shall exclude (i) increases due to extraordinary circumstances including, but not limited to, labor-related boycotts and strikes, utility rate hikes, utility conservation surcharges, or other surcharges, insurance premiums resulting from terrorism coverage, catastrophic events and/or the management of environmental risks, and (ii) amortization of any capital improvements referred to items including, but not limited to, capital improvements, capital repairs and capital replacements (including such amortized costs where the actual improvement, repair or replacement was made in prior years). Furthermore, if a category or categories of services are provided or an unexpected increase in services are provided by Landlord in the previous sentence Base Year, but not in “subsequent” calendar year(s), the Base Year shall includebe retroactively adjusted to reflect the Operating Costs which would have been incurred during the Base Year had such category or categories of services or unexpected increase in services not been provided during the Base Year. Notwithstanding the foregoing, Operating Costs shall not include the following: replacement (i) leasing commissions, attorney fees, or space planner fees incurred in connection with leasing space in the Project to tenants or in the original development of roof structure the Project, (ii) interest on debt or amortization on any mortgages or deeds of trust or any other debt instrument encumbering the Project or Landlord’s interest therein, and roof membranes; exterior painting; parking area resurfacingrental under any ground lease, resealing (iii) any “tenant allowances,” “tenant concessions” and restriping parking areas other costs or expenses incurred in fixturing, furnishing, renovating or otherwise improving, decorating or redecorating space for tenants or other occupants of the Building, or vacant leasable space in the Building, except in connection with general maintenance and driveways and upgrading repairs provided to the tenants of the Building common systems and facilities in general, (iv) costs of litigation, negotiation or arbitration (including HVAC systemsattorneys’ fees and costs of settlement, judgments and if owned by Landlordpayments in lieu thereof) arising from claims, Telecommunication Facilities). Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout disputes or potential disputes pertaining to Landlord or the Term Building, or arising from syndicating, financing, mortgaging or hypothecating any of the Lease. Provided howeverLandlord’s interest in the Project, that other than as otherwise permitted pursuant to this Article 3 and other than disputes relating to a nuisance), (v) any deduction for depreciation and amortization of debt taken on Landlord’s income tax returns, (vi) advertising and space planning expenses incurred in procuring tenants and not for items of general applicability to the Building such as, but not limited to, holiday decorations and entertainment, (vii) costs or expenses (including fines, interest, penalties and legal fees) due to Landlord’s failure to timely pay Operating Costs or Property Taxes, or due to the gross negligence or willful misconduct of Landlord or its employees, contractors or agents, except to the extent any the same shall be due to the act or omission of Tenant, (viii) all costs associated with the operation of the business of the entity which constitutes “Landlord” (as distinguished from the costs enumerated of operating, maintaining, repairing and managing the Building) including, but not limited to, Landlord’s or Landlord’s managing agent’s general corporate overhead and general administrative expense, (ix) profit increment paid to Landlord or to subsidiaries or affiliates of Landlord for goods and/or services in items or to the Building but only to the extent the same exceed the competitive cost for such services rendered by persons or entities of similar skill, competence and experience (t) or (uand who satisfy Landlord’s union requirements), above(x) reserves for equipment or capital replacement, create a new line item in(xi) bad debt loss, rent loss, or category ofreserves for bad debt or rent loss, (xii) the cost of repairs or other work undertaken by reason of fire, windstorm or other casualty to the extent that Landlord actually receives reimbursement for such costs from insurance proceeds (except that insurance deductibles shall be included in Operating Costs), (xiii) costs, fees, dues, and/or contributions for political or charitable organizations, (xiv) costs incurred to remediate any Landlord’s Hazardous Substances (as defined below) and (xv) costs required to remedy a condition existing prior to the Commencement Date which a governmental authority with jurisdiction, if it had knowledge of such condition prior to the Commencement Date and if such condition was not subject to a variance or a grandfathered code waiver exception, would have then required to be remedied pursuant to then-current applicable Governmental Requirements, in their form existing as of the Commencement Date (and pursuant to the then-current interpretation of such Governmental Requirements by such governmental authority as of the Commencement Date). There will be no duplication in charges to Tenant by reason of the provisions of this Lease setting forth Tenant’s obligation to reimburse Landlord for Operating Costs during and any Year after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”).other provision herein

Operating Costs. All expenses paid or incurred by Landlord in connection with the ownership, operation, maintenance and/or repair of: (i) the Building; (ii) the Project, provided that for maintainingpurposes of this Lease, operatingsuch expenses shall be limited to that amount of operating costs for the entire Project which is fairly and equitably allocated by Landlord, owning in its reasonable discretion, to the Building; and repairing any or all of (iii) the Landpersonal property used in conjunction with such maintenance, Buildingoperation, Premises ownership and related improvementsrepair, except for Property Taxesincluding, including without limitation limitation, all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety telephone charges, cable television or in other electronic or serving the common areas)microwave signal reception, steam, heat, cooling or any other similar service which is now or in the future considered a utility and which are not payable directly by tenants in the BuildingProject; (b) supplies (in reasonable quantities)supplies; (c) cleaning, painting (common areas) cleaning and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlordinsurance; (f) management fees, fees not to exceed three four percent (34%) of annual gross rents payable by tenants of the BuildingRent; (g) Property Taxes, tax consultant fees and expenses, and costs of appeals of any Property Taxes; (h) services of independent contractors; (i) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance maintenance, replacement or improvement or other work included in this subparagraph; (hj) license, permit and inspection fees (relating to the common areas)fees; (ik) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (jl) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)equipment; (km) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building Project (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (In) the cost of repairsimprovements, repairs or replacements; (mo) charges under maintenance and service contracts; (np) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”; (oq) maintenance and repair of the roof and roof membranes, (pr) subject to the provisions of Section 2.7.2, costs incurred by Landlord for compliance with any and all Governmental RequirementsAccess Laws, including as set forth in the paragraph entitled "Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date), or to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”)Laws"; (qs) elevator service and repair, if any; any and (r) business taxes and license fees; (st) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting and management principles would be considered an expense of maintaining, operating, owning or repairing the Building; (t) Building and the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repairProject. Without limiting the foregoing, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency Rating; and (v) the amortization of costs of capital improvements in accordance with the immediately-succeeding sentence. Operating Costs associated with capital improvements described in subsection (u), above, or which constitute Permitted Capital Expenditures and which were installed or constructed by Landlord other than in the initial construction of the Building, whether such were constructed or installed before or after the Commencement Date, shall be amortized with interest return at the Prime Rate over the estimated useful life of the capital improvement, determined in accordance with generally accepted accounting principles, provided that only annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: include replacement of roof structure roofs and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and driveways; upgrading Building common of the HVAC systems and facilities (including HVAC systemsin the Building, and if owned by Landlordother capital improvements to the Building or to the Project made either for the purpose of reducing Operating Expenses or in order to comply with the requirements of applicable law which take effect with regard to the Building after the Commencement Date or which are necessitated as a result of Tenant's particular use of the Premises or the construction of the Tenant Improvements or other improvements in the Premises; provided that, Telecommunication Facilities). Operating costs such capital improvements, whether installed before or after the Commencement Date, shall be computed on an accrual basis and amortized with market interest over their estimated useful lives as determined by Landlord in accordance with GAAP consistently applied throughout generally accepted accounting principles and only the amortization installments and interest attributable to the Lease Term of the shall be an Operating Cost under this Lease. Provided howeverNotwithstanding the foregoing, that the following items shall not be included in Operating Expenses: (1) any payments under a ground lease or master lease relating to the Building; (2) bad debt expenses; (3) any interest, principal payments, attorneys' fees, points, fees or closing or other lender costs on financing secured by a deed of trust or mortgage on the Building; (4) expenditures which, under generally accepted accounting principles, are capitalized, except as provided in the immediately preceding paragraph; (5) all costs and expenses for which Landlord is reimbursed under an "all-risk" policy of insurance (or which would have been reimbursed if Landlord had carried insurance as herein required) or which are covered by condemnation proceeds, to the extent any of the costs enumerated in items net receipts from such insurance or proceeds; (t6) advertising or (u), above, create a new line item in, or category of, Operating Costs during any Year after the Base Year (“New Green Costs”), Tenant’s monetary liability promotional expenses with respect to Tenant’s Pro Rata Share leasing space in the Building; (7) costs incurred exclusively in connection with the leasing of premises in the Building, including but not limited to, leasing commissions, real estate brokerage commissions, and attorneys' fees in connection with the negotiation and preparation of lease proposals, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building; (8) costs incurred for or services to or within the premises of another tenant or occupant of the Building where such services are of a nature which is not Landlord's responsibility to perform pursuant to this Lease, except where Landlord may do such work both to such other premises and to the Premises; (9) costs and expenses incurred by Landlord in performing work necessary to remedy violations of code requirements concerning Building improvements where such code requirements were applicable at the time of the initial installation or construction of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”).improvements or

Operating Costs. All expenses paid or incurred by Landlord for maintaining, operating, owning and repairing any or all of the Land, Building, Premises related improvements, and the personal property used in conjunction with such Land, Building and related improvements, except for Property Taxes, including without limitation all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety telephone charges, cable television or in other electronic or serving the common areas)microwave signal reception, steam, heat, cooling or any other similar service which is now or in the future considered a utility and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities)supplies; (c) cleaning, painting (common areas) cleaning and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and any applicable insurance deductible payments by Landlord; deductibles: (f) management fees, not to exceed three percent (3%) of annual gross rents payable by tenants of fees at competitive rates for the Buildingmarket; (g) Property Taxes, tax consultant fees and expenses, and costs of appeals of any Property Taxes; (h) services of independent contractors at competitive rates for the market; (i) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance maintenance, replacement or improvement or other work included in this subparagraphsubparagraph at competitive rates for the market; (hj) license, permit and inspection fees (relating to the common areas)fees; (ik) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (j1) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)equipment; (km) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (In) the cost of repairsimprovements, repairs or replacements; (mo) charges under maintenance and service contracts; (np) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”proceedings unrelated to specific tenants or tenant leases; (oq) maintenance and repair of the roof and roof membranes, (pr) costs incurred by Landlord for compliance with any and all Governmental RequirementsAccess Laws, including as set forth in the paragraph captioned ‘Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date), or to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”)Laws’; (qs) elevator service and repair, if any; (rt) business taxes and license fees; and (s) all any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting and management principles would be considered an expense of maintaining, operating, owning or repairing the Building; (t) . Without limiting the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repairforegoing, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency Rating; and (v) the amortization of costs of capital improvements in accordance with the immediately-succeeding sentence. Operating Costs associated with capital improvements described in subsection (u), above, or which constitute Permitted Capital Expenditures and which were installed or constructed by Landlord other than in the initial construction of the Building, whether such were constructed or installed before or after the Commencement Date, shall be amortized with interest return at the Prime Rate over the estimated useful life of the capital improvement, determined in accordance with generally accepted accounting principles, provided that only annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: include replacement of roof structure roofs and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and driveways; upgrading Building common of the HVAC systems and facilities (including HVAC systemsin the Building, and if owned by Landlordother capital improvements; provided that, Telecommunication Facilities). Operating costs such capital improvements, whether installed before or after the Commencement Date, shall be computed on amortized with market interest over their estimated useful lives as reasonably determined by Landlord and only the amortization installments and interest attributable to the Lease Term shall be an accrual basis and determined in accordance with GAAP consistently applied throughout the Term Operating Cost under this Lease. Exclusions from Operating! Costs: Operating Costs shall not include any of the Lease. Provided howeverfollowing: (a) costs of repairs, that restoration, replacements or other work to the extent covered by insurance required to be carried by Landlord under this Lease or paid by the proceeds of any condemnation award; (b) ground rent; (c) interest and amortization of funds borrowed by Landlord for items other than capital improvements which are specifically permitted above; (d) leasing commissions and advertising and space planning expenses incurred in procuring tenants; (e) allowances, concessions and other costs and expenses incurred in completing, fixturing, furnishing, renovating or otherwise improving, decorating or redecorating space for tenants (including Tenant) or prospective occupants of the costs enumerated in items Building; (tf) or Landlord’s general corporate overhead; (u)g) salaries, above, create a new line item inwages, or category ofother compensation paid to officers or executives of Landlord in their capacities as officers and executives; (h) the rent for Landlord’s on-site management or leasing office, Operating Costs during or any Year after other offices or spaces of Landlord or any related entity; (i) costs or expenses of utilities directly metered to tenants of the Base Year Building and payable separately by such tenants; (“New Green Costs”), Tenant’s monetary liability with respect j) costs incurred (less costs of recovery) for any item to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”).extent

Operating Costs. All expenses paid or costs incurred by Landlord for maintainingin the ownership, operatingmanagement, owning maintenance, repair, replacement, improvement, alteration and repairing any or all operation of the LandBuilding and Project, Buildingincluding, Premises and related improvementswithout limitation, except for Property Taxes, including without limitation all expenses paid or incurred by Landlord forthe following: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services utilities (for life safety or in or serving to the common areasextent not separately metered), heat, cooling or any other similar service and which are not payable directly by tenants in the Building; (b) supplies (supplies, tools, equipment and materials used in reasonable quantities)the operation, repair and maintenance of the Building or the Project; (c) cleaning, painting (common areas) and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other serviceslandscaping; (d) security servicesparking area repair, if anyrestoration, and maintenance, including, but not limited to, resurfacing, repainting, re-striping, and cleaning; (e) reasonable reserves for operation, maintenance and repair of the Project and for covering uninsured damage and liability claims relating to the Project, including, without limitation, deductible amounts (provided that if Landlord incurs an expense for which a reserve is held, Landlord shall apply the applicable reserves to the expense prior to including the balance of the expense in Operating Costs, and provided, further, that Tenant shall not be obligated to reimburse Landlord for its insurance premiums and applicable deductibles in any one year to the extent the insurance deductible payments by Landlorddeductibles exceed $50,000.00); (f) management fees, not to exceed three percent (3%) charges and other costs, including, without limitation, reasonable consulting fees, legal fees and accounting fees, of annual gross rents payable all contractors engaged by tenants Landlord or otherwise reasonably incurred by Landlord in connection with the management, operation, maintenance and repair of the BuildingBuilding or the Project; (g) compensation (including including, without limitation, employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any servicethe operation, maintenance, repair, maintenance or other work included in this subparagraphoverhaul of the Building or the Project, and equipment, improvements, and facilities located within the Project; (h) licenseoperation and maintenance of a room for delivery and distribution of mail to tenants of the Building or the Project as required by the U. S. Postal Service, permit along with any space Landlord provides for non-exclusive use by all tenants, such as conference centers, exercise facilities and inspection fees other building amenities (relating including, without limitation, an amount equal to the common areasfair market rental value of the space used for such purposes); (i) assessments and special assessments due payments under any easement, license, operating agreement, declaration, restrictive covenant, underlying or ground lease (excluding rent), or instrument pertaining to deed restrictions, declarations the sharing of costs by the Building or owners associations or other means of allocating costs of a larger tract of which the Land is a partProject; (j) rental operation, repair, maintenance and replacement of any machinery all Building Systems, including, without limitation, the cost to replace or equipment (except retrofit as set forth in subsection (v) in required by Laws enacted or promulgated after the section styled “Exclusions from Operating Costs”)Effective Date; (k) audit fees janitorial service, alarm and accounting services related to the Buildingsecurity service, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee)window cleaning, trash removal; (Il) the cost repair and replacement of repairsbuilding standard surfaces, including but not limited to wall and floor coverings, ceiling tiles, window coverings and fixtures; (m) charges under maintenance and service contractsreplacement of curbs and walkways; (n) legal fees repair to and other expenses replacement of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”roof; (o) maintenance Building signage and repair of the roof and roof membranes, directories; (p) costs incurred by Landlord for compliance with any and all Governmental Requirements, including Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date), or to increase the efficiency management of any electrical, mechanical or other system servicing the Building or the Land Project, whether by Landlord or an independent contractor (including, without limitation, an amount equal to the “Permitted Capital Expenditures”fair market value of any on-site manager’s office); (q) elevator service and repairrental expenses for (or a reasonable depreciation allowance on) personal property used in maintenance, if anyoperation or repair of the Building or the Project; (r) business taxes licenses, certificates, permits and license feesinspections and the cost of contesting the validity or applicability of any governmental enactments that may affect Operating Costs; (s) the costs incurred in connection with the implementation and operation of any other expense governmentally mandated transportation system management program or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting principles would be considered an expense of maintaining, operating, repairing the Buildingsimilar program; (t) the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repairany costs, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency Rating; and (v) the amortization of costs of capital improvements in accordance with the immediately-succeeding sentence. Costs associated with capital improvements described in subsection (u), aboveexpenditures, or which constitute Permitted Capital Expenditures and which were installed charges (whether capitalized or constructed not) required by Landlord other than in the initial construction of the Building, whether such were constructed any governmental or installed before quasi-governmental authority enacted or promulgated after the Commencement Date; and (u) amortization of capital expenses (including, without limitation, financing costs) that are (A) required by a governmental entity for energy conservation, handicapped requirements, or life safety purposes, or (B) made by Landlord to reduce Operating Costs; provided that such cost shall be amortized with (including interest return at on the Prime Rate unamortized cost) over the estimated its useful life as Landlord shall reasonably determine. Notwithstanding the foregoing, for purposes of the capital improvement, determined in accordance with generally accepted accounting principles, provided that only annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the this Lease. Provided however, that to the extent any of the costs enumerated in items (t) or (u), above, create a new line item in, or category of, Operating Costs during any Year after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”).include:

Operating Costs. All commercially reasonable expenses paid or incurred by Landlord in connection with the ownership, operation, maintenance and/or repair of: (i) the Building; (ii) the Project, provided that for maintainingpurposes of this Lease, operatingsuch expenses shall be limited to that amount of operating costs for the entire Project which is fairly and equitably allocated by Landlord, owning in its absolute discretion, to the Building; and repairing any or all of (iii) the Landpersonal property used in conjunction with such maintenance, Buildingoperation, Premises ownership and related improvementsrepair, except for Property Taxesincluding, including without limitation limitation, all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety telephone charges, cable television or in other electronic or serving the common areas)microwave signal reception, steam, heat, cooling or any other similar service which is now or in the future considered a utility and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities)supplies; (c) cleaning, painting (common areas) cleaning and janitorial services (including window washing), ) landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlordinsurance; (f) management fees, not to exceed three percent (3%) of annual gross rents payable by tenants of the Building; (g) Property Taxes, tax consultant fees and expenses, and costs of appeals of any Property Taxes; (h) services of independent contractors; (i) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance maintenance, replacement or improvement or other work included in this subparagraph; (hj) license, permit and inspection fees (relating to the common areas)fees; (ik) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (jl) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)equipment; (km) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (I) the cost of repairs; (m) charges under maintenance and service contracts; (n) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”; (o) maintenance and repair of the roof and roof membranes, (p) costs incurred by Landlord for compliance with any and all Governmental Requirements, including Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date), or to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”); (q) elevator service and repair, if any; (r) business taxes and license fees; (s) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting principles would be considered an expense of maintaining, operating, repairing the Building; (t) the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repair, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency Rating; and (v) the amortization of costs of capital improvements in accordance with the immediately-succeeding sentence. Costs associated with capital improvements described in subsection (u), above, or which constitute Permitted Capital Expenditures and which were installed or constructed by Landlord other than in the initial construction of the Building, whether such were constructed or installed before or after the Commencement Date, shall be amortized with interest return at the Prime Rate over the estimated useful life of the capital improvement, determined in accordance with generally accepted accounting principles, provided that only annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the Lease. Provided however, that to the extent any of the costs enumerated in items (t) or (u), above, create a new line item in, or category of, Operating Costs during any Year after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”).and

Operating Costs. All expenses paid or incurred by Landlord for maintaining, operating, owning and repairing any or all of the Land, Building, Premises, related improvements, and the personal property used in conjunction with such Land, Building, Premises and related improvements, except for Property Taxes, including without limitation . Included are all expenses paid or incurred by Landlord for: (a) utilities, including electricity, water, gas, sewers, fire sprinkler charges, refuse collection, Telecommunication Services (for life safety or in or serving the common areas)Services, cable television, steam, heat, cooling or any other similar service and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities)supplies; (c) cleaning, painting (common areas) and janitorial services (including window washing), landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding and replacing plants), snow removal and other services; (d) security services, if any; (e) insurance premiums and applicable insurance deductible payments by Landlord; (f) management feesfees in amounts customary for a project of similar size and quality in the suburban, Illinois metropolitan area (not to exceed three five percent (35%) of annual gross rents payable the total rent paid by Tenant and other tenants of the Building); (g) Property Taxes (if any portion of such Property Taxes is charged on an accrual basis, for purposes of this Lease the Property Taxes payable during the calendar year shall be included in such year’s Operating Costs), tax consultant fees and expenses, and costs of appeals of any Property Taxes; (h) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance maintenance, replacement or improvement or other work included in this subparagraph; (hi) license, permit and inspection fees (relating to the common areas)fees; (ij) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (jk) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”)equipment; (k1) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (Im) the cost of repairsrepairs or replacements; (mn) charges under maintenance and service contracts; (no) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”; (op) maintenance and repair of the roof and roof membranes, (pq) costs incurred by Landlord for compliance with any and all Governmental Requirements, including Access Laws (unless which become effective after the violation with respect to which Landlord effects compliance existed on the Effective Commencement Date), or and to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”)Land; (qr) elevator service and repair, if any; (rs) business taxes and license fees; (st) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting and management principles would be considered an expense of maintaining, operating, owning or repairing the Building; (t) the reasonable cost of insurance policies or endorsements purchased to enable Landlord to repair, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant to any Green Agency Rating or support achieving energy and carbon reduction targets; (u) all costs of maintaining, managing, reporting, commissioning, and recommissioning the Building (or any part thereof that was designed and/or built to be sustainable) to conform to the requirements necessary to obtain any Green Agency Rating; and (v) the amortization of costs of capital improvements improvements, repairs or replacements to the Building or the Land to the extent the same are reasonably anticipated to reduce Operating Costs or to upgrade, improve or enhance life/safety conditions in accordance with the immediately-succeeding sentence. Costs associated with capital improvements described in subsection (u), above, Building or which constitute Permitted Capital Expenditures and are required under any Governmental Requirements which were installed not applicable to the Building or constructed by Landlord other than in the initial construction Land as of the Building, whether such were constructed or installed before or after the Commencement Date, shall be amortized with interest return at the Prime Rate plus two (2) percentage points over the estimated useful life of the capital such improvement, repair or replacement as reasonably determined in accordance with generally accepted accounting principles, provided that only annual amortization of principal and interest attributable to the Lease Term shall be an Operating Cost. The capital improvements referred to in the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the Lease. Provided however, that to the extent any of the costs enumerated in items (t) or (u), above, create a new line item in, or category of, Operating Costs during any Year after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”).

Operating Costs. All expenses paid or incurred by Landlord for maintaining, operating, owning and repairing any or all Because Tenant is the sole tenant of the Land, Building, Premises and related improvementsthere is no common area, except Tenant acknowledges, understands and agrees that this is a triple net lease and therefore Tenant is responsible for Property Taxesany and all ongoing expenses whatsoever relating to or arising from the Premises, including without limitation building insurance, and maintenance, in addition to paying the rent and utilities. Such Premises Operating Costs (the “Operating Costs”), consisting of all costs and expenses incurred in managing, operating, maintaining and repairing the Premises including, without limitation, the following: (i) salaries, wages and other amounts paid or incurred by payable for personnel including the manager, superintendent, operation and maintenance staff, and other employees of Landlord for: (a) utilitiesinvolved in the maintenance and operation of the Premises, including electricitycontributions and premiums towards fringe benefits, waterunemployment and worker’s compensation insurance, gaspension plan contributions and similar premiums and contributions and the total charges of any independent contractors or managers engaged in the repair, sewerscare, fire sprinkler charges, maintenance and cleaning of any portion of the Premises; (ii) utilities (if any) and refuse collection, Telecommunication Services (for life safety or in or serving the common areas), heat, cooling or any other similar service and which are not payable directly by tenants in the Building; (b) supplies (in reasonable quantities); (ciii) cleaning, painting including sweeping, washing, sealing and any other maintenance of parking or other area of the Premises; (common areasiv) premiums for property, casualty, liability, rent interruption or other insurance maintained by Landlord for the Premises; (v) landscaping, including repair and janitorial services (including window washing)maintenance of any water features, landscaping and landscaping maintenance (including irrigating, trimming, mowing, fertilizing, seeding seeding, and replacing plants), snow removal and other services; (dvi) security services, if anyexterior painting and roof maintenance; (evii) insurance premiums and applicable insurance deductible payments by Landlord; (f) management fees, not to exceed three percent (3%) of annual gross rents payable by tenants of the Building; (g) compensation (including employment taxes and fringe benefits) of all persons and business organizations who perform duties in connection with any service, repair, maintenance or other work included in this subparagraph; (h) license, permit and inspection fees (relating to the common areas); (i) assessments and special assessments due to deed restrictions, declarations or owners associations or other means of allocating costs of a larger tract of which the Land is a part; (j) rental of any machinery or equipment (except as set forth in subsection (v) in the section styled “Exclusions from Operating Costs”); (k) audit fees and accounting services related to the Building, and charges for the computation of the rents and charges payable by tenants in the Building (but only to the extent the cost of such fees and services are in addition to the cost of the management fee); (I) the cost of repairs; (m) charges under maintenance and service contracts; (n) legal fees and other expenses of legal or other dispute resolution proceedings, except as prohibited in the subparagraph styled “Exclusions from Operating Costs”; (o) maintenance and repair of the roof and roof membranes, (p) costs incurred by Landlord for compliance with any and all Governmental Requirements, including Access Laws (unless the violation with respect to which Landlord effects compliance existed on the Effective Date), or to increase the efficiency of any electrical, mechanical or other system servicing the Building or the Land (the “Permitted Capital Expenditures”); (q) elevator service and repair, if any; (r) business taxes and license fees; (s) any other expense or charge relating to the operation, repair or maintenance of the Building which in accordance with generally accepted accounting principles would be considered an expense of maintaining, operating, repairing the Buildingand replacing equipment; (tviii) the reasonable cost supplies, materials, tools, parts, and equipment; (ix) equipment rental charges; (x) costs of insurance policies alterations or endorsements purchased to enable Landlord to repair, replace and re-commission the Building in a manner sufficient to obtain re-certification pursuant modifications to any Green Agency Rating or support achieving energy and carbon reduction targetsportion of the Premises necessary to comply with requirements of applicable law; (uxi) all costs of maintainingrepair and maintenance, managingincluding the roof, reporting, commissioningany skylights, and recommissioning the Building exterior walls; (or any part thereof that was designed and/or built to be sustainablexii) to conform to the requirements necessary to obtain any Green Agency Ratingbookkeeping, accounting, legal and other professional charges and expenses; (xiii) fees for permits and licenses; (xiv) administrative expenses; (xv) taxes other than real property taxes; (xvi) service and maintenance contracts; and (vxvii) the amortization of costs of capital improvements in accordance with expenditures incurred for the immediately-succeeding sentence. Costs associated with capital improvements described in subsection (u)purpose of reducing Operating Costs, aboveand costs of improvements, repairs, or replacements which otherwise constitute Permitted Capital Expenditures and Operating Costs under this Article but which were installed or constructed by Landlord other than are properly charged to capital accounts shall not be included in the initial construction of the Building, whether such were constructed or installed before or after the Commencement Date, Operating Costs in a single year but shall instead be amortized with interest return at over their useful lives, as determined by the Prime Rate over the estimated useful life of the capital improvement, determined Landlord in accordance with generally accepted accounting principles, provided that and only the annual amortization of principal and interest attributable to the Lease Term amount shall be an included in Operating CostCosts. The capital improvements referred to in Operating Costs shall not include the previous sentence shall include: replacement of roof structure and roof membranes; exterior painting; parking area resurfacing, resealing and restriping parking areas and driveways and upgrading Building common systems and facilities (including HVAC systems, and if owned by Landlord, Telecommunication Facilities). Operating costs shall be computed on an accrual basis and determined in accordance with GAAP consistently applied throughout the Term of the Lease. Provided however, that or structural repairs to the extent any covered by warranty or insurance proceeds nor shall it include utilities or other expenses paid directly by Tenant to such third parties, General overhead and administrative expenses of Landlord not directly related to the operation of the costs enumerated in items (t) Premises, or (u), construction of the tenant improvements. Notwithstanding the above, create as a new line item incourtesy to assist Tenant with cash flow and management of maintenance of the Premises, or category ofLandlord shall maintain the exterior of the Building and all parts of the Premises outside the Building as set forth in Section 11 below, and Tenant shall maintain the interior of the Building as set forth in Section 11 below. In exchange for Landlord performing the maintenance described in Section 11 below, Tenant shall pay to Landlord an estimated monthly advance charge one twelfth of all such Operating Costs, which may be adjusted from time to time by Landlord to reflect its revised estimates. Such Operating Costs and the above monthly advance shall also include a management fee not exceeding 10% of the Operating Cost charged at Landlord’s discretion as part of the Operating Costs. Tenant shall pay the first month’s estimated monthly advance charge upon execution of this Lease and thereafter, on or before the first day of each calendar month during any Year the term commencing on the month after the Base Year (“New Green Costs”), Tenant’s monetary liability with respect to Tenant’s Pro Rata Share of such New Green Costs shall not exceed Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) with respect to any Year (the “Green Costs Cap”)Commencement Date.