Common use of Operating Expenses Clause in Contracts

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent commencing on the Commencement Date, Tenant's pro rata share of the operating expenses of Landlord for the BuildingBuilding and/or project of which the Premises are a part. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six ninety (690) months days following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including Including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.8 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 1, subject to adjustment as provided in this Lease, and the denominator of which shall be the net rentable area of both the Building. Upon termination of the Lease, Landlord and Tenant agree to reconcile within sixty (60) days any amounts due from either party for the over payment or underpayment of operating expenses by Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant Beginning on the first anniversary of the Commencement Date, Sublessee shall also pay as additional rent Tenant's pro rata to Sublessor its proportionate share of any increase in “Operating Payments” (as such term is defined in Section 2.05 of the operating expenses of Landlord for Lease), provided the BuildingBase Operating Year shall be calendar year 2007. Landlord may invoice Tenant monthly for Tenant's pro rata In addition, Sublessee shall pay to Sublessor its proportionate share of Tax Payments (as such term is defined in Section 2.04 of the estimated operating expenses for each calendar yearLease), which amount provided the Base Tax Year shall be adjusted from time-to-time fiscal year 2007/2008. Sublessee’s proportionate share shall be calculated by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that multiplying the total of the monthly payments made any increase in Operating Payments and Tax Payments by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, fraction the numerator of which is shall be the total area square footage of the Subleased Premises as set forth in Article 1 and the denominator of which shall be the net rentable area square footage of both the Tenant's Building Premises under the Lease (as such Premises may be expanded pursuant to Sublessor’s exercise of its rights under the Lease); it being understood that Sublessee’s proportionate share of Taxes and Operating Payments shall not exceed the second buildingproportionate share of Taxes and Operating Payments which would have been payable by Sublessee if Sublessee had a direct lease with Landlord taking into account the changes in the Base Operating Year and Tax Year set forth above. In addition, Sublessee shall reimburse Sublessor for the electrical costs consumed in the Subleased Premises as determined by a submeter measuring only the electrical consumption in the Subleased Premises within fifteen (15) days of receipt of an invoice therefore. Sublessor shall promptly provide to Sublessee copies of all operating expense statements, including back-up detail, received by Sublessor from Landlord. In the event of any reconciliations, refunds or additional payments of operating expenses applicable to the Subleased Premises during the term of this Sublease, Sublessee shall be responsible for paying its proportionate share or receiving a proportionate credit, as the same may change from time to timeapplicable.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the BuildingBuilding and/or project of which the Premises are a part. Landlord may shall invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six three (63) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's accountaccount or accompanied by a check from Landlord for such excess for the last calendar year of this Lease. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.8 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 I and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. Tenant shall also pay as additional rent Tenantcommencing on the Commencement Date, Xxxxxx's pro rata share of the operating expenses of Landlord for the BuildingBuilding and/or project of which the Premises are a part. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six nine (69) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to TenantXxxxxx's account. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including Including such termination date bears to 365. Tenant Xxxxxx agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.8 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 1, subject to adjustment as provided in this Lease, and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of 1997 BASE YEAR per square foot, Lessee agrees to pay as additional rent TenantLessee's pro rata share of such excess operating expenses. However, notwithstanding any provision to the contrary in this Lease, Lessee's prorata share of such operating expenses other than taxes, insurance and utilities shall not increase by more than seven percent (7%) per year over the base year during the term of Landlord for the BuildingLease or any renewal thereof. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) three months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting show that the total of the monthly payments made by Lessee exceeds the amount of additional rent due by Lessee under this section, the accounting shall be accompanied by a refund. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such their termination date bears to 365. Tenant Lessee shall have the right at its own expense and during normal business hours, to audit and photocopy Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also If Lessor's Operating Expenses for the Building divided by the net rentable area in the Building, which is hereby stipulated to be 329,178 square feet ("Lessor's Operating Expenses per square foot"), in any calendar year during the term of this Lease exceed the operating Expense Base, Lessee agrees to pay as additional monthly rent TenantLessee's pro rata share of such excess Operating Expenses. The term "Lessee's share of such excess Operating Expenses" means (a) the operating expenses amount by which Lessor's Operating Expenses per square foot exceed the Operating Expense Base, multiplied by (b) the number of Landlord for net rentable square feet in the Buildingbuilding comprising the Leased Premises, which is hereby stipulated to be 53,232 square feet. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated excess operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated excess operating expenseexpenses. Within six one-hundred twenty (6120) months days following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event Failure of Lessor to give Lessee said notice within said time period shall not be a waiver of Lessor's right to collect said additional rent. If the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of the additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any event If the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Lessor, within one (1) year following the termination date, shall have the option to invoice Lessee for Lessee's share of the excess operating expenses for the year of termination. If this Lease shall commence or terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such commencement or termination shall occur shall be prorated on the ratio that the number of days from the commencement date to the end of the calendar year or from the commencement of the calendar year to and including such the termination date date, as applicable, bears to 365. Tenant Lessee shall have the right at its own expense and within a reasonable time, to audit during Lessor's regular business hours Lessor's books relevant to the additional rent payable under this Section. In addition, if Lessee's audit reveals an overcharge of more than five percent (5%) of Lessee's share of the excess Operating Expenses, then Lessor shall on demand pay the reasonable costs of the audit. Notwithstanding anything to the contrary contained in this Lease, if the Building is not occupied to the extent of ninety-five percent (95%) of the rentable area thereof, during any calendar year, Lessee's additional rent under this Section and the operating expenses shall be determined as if the Building had been occupied to the extent of ninety-five percent (95%) of the rentable area during such year. Lessee agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also In the event, Lessor’s operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $1.18 per square foot, Lessee agrees to pay as additional rent Tenant's Lessee’s pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for Tenant's Lessee’s pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) months ninety days following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee’s pro rata share of the excess operating expenses based upon the previous year’s accounting expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated pro rated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expenses and within a reasonable time, to audit Lessor’s books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten twenty (1020) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the actual operating expenses of the building during the calendar year 1996; Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operation expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development See Item #2 of Exhibit "B" attached hereto and construction of made a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timepart hereof.

Operating Expenses. Tenant shall also If Lessxx'x xperating Expenses per net rentable square foot for the Property, in any calendar year during the term of this Lease exceeds the Operating Expense Base, Lessxx xxxees to pay as additional rent TenantLessxx'x xhare of such excess operating expenses. As used herein, the term "Lessee's pro rata share of such excess Operating Expenses" means the operating expenses of Landlord for amount by which Lessxx'x Xperating Expenses per net rentable square foot exceed the BuildingOperating Expense Base, multiplied by the net rentable square feet comprising the Leased Premises. Landlord Lessor may invoice Tenant Lessee monthly for Tenant's pro rata share Lessxx'x xhare of the estimated excess operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six one-hundred twenty (6120) months days following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event Failure of Lessor to give Lessxx xxxd notice within said time period shall not be a waiver of Lessxx'x xight to collect said additional rent. If the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of the additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any event If the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Lessor, by March 31 of the following year after the termination date, shall have the option to invoice Lessee for Lessxx'x xhare of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.the

Operating Expenses. Tenant In the event Lessor's operating expenses for the building and/or parcel of which the leased premises are a part shall also in any calendar year during the term of this Lease, exceed the sum of $5.50 PER USABLE square foot. Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payment made by Lessee exceeds the amount of additional rent due by Lessee under this section, the accounting shall be accompanied by a refund. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365365 Lessee shall have the right; at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Tenant Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. In addition to Base Rent payable under paragraph 3.1 above, Tenant shall also agrees to pay as additional rent Tenant's pro Additional Rent its pro-rata share of the operating expenses "Operating Expenses" (hereinafter defined) for the Building and, to the extent applicable, to the Property. The pro-rata share of Landlord Operating Expenses ("Share") to be paid by Tenant shall be 34.79% (596,676 divided by 1,715,000) of the Operating Expenses. Tenant's Share of Operating Expenses shall include no less than $.40 per square foot per year (which amount consists of $.23 per square foot for Real Property Taxes [as herein defined], $.07 per square foot for insurance and $.10 per square foot for common area maintenance charges) and an additional amount for Tenant's use of the telephone system in the Building. Landlord may invoice shall deliver monthly invoices to Tenant monthly for Tenant's pro rata share Share of the estimated operating expenses for each calendar yearOperating Expenses, which amount and such invoices shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent and payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of receipt. From time to time during the Term, Landlord shall send a statement of Operating Expenses to Tenant for any portion of the Term that has expired providing in reasonable detail a statement of all Operating Expenses incurred in the operation of the Property along with the amount representing Tenant's Share thereof. Tenant shall be given a credit against its Share of future Operating Expenses payable for any overpayment of Operating Expense that have been paid up to the time of said statement. If Tenant has underpaid, then the balance due shall be paid to Landlord by Tenant within thirty (30) days of the date of said statement unless the statement is rendered at the end of the Term in which case any overage due the Landlord will be paid by check at the time the Leased Premises are delivered to Landlord by Tenant. Concurrent with the invoice or accounting showing described above, Landlord shall also provide an estimate of the Operating Expenses and a statement of the estimated monthly Operating Expense payable by Tenant as additional rent dueunder the terms of this Lease. Following development and construction Tenant's liability for its Share of a second building Operating Expenses shall commence on the property, as described in Subsection 1.4 above, date of Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area actual occupancy of the Premises as set forth in Article 1 and Leased Premises, without regard to the denominator date the payment of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBase Rent commences.

Operating Expenses. Tenant In the event that Lessor's Operating Expenses for the Building and/or Project of which the Leased Premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of the calendar year 1999 operating expenses per rentable square foot, Lessee shall also pay pay, as additional rent Tenantrent, Lessee's pro rata prorata share of the operating expenses of Landlord for the Buildingsuch excess Operating Expenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata prorata share of the estimated operating expenses incurred Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time each year by Landlord Lessor based upon reasonably reasonable anticipated operating expenseOperating Expenses. Within six five (65) months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee with an accounting showing in reasonable detail the all computations of additional rent due under this SectionSection 2.03. In the event the that Lessor's accounting shows that the total of the monthly estimated payments made by Tenant Lessee exceeds the actual amount of additional rent due by Tenant Lessee under this SectionSection 2.03, the accounting then so long as Lessee is not in default hereunder, Lessee's account shall be accompanied by evidence of a credit to Tenant's accountcredited with such amount. In any the event the that Lessor's accounting shows that the total of the monthly estimated payments made by Tenant Lessee is less than the actual amount of additional rent due by Tenant Lessee under this SectionSection 2.03, then the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Expiration Date or sooner termination of the Lease occurs, Lessor shall have the option to invoice Lessee for Lessee's prorata share of the excess Operating Expenses based upon the previous year's Operating Expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this Section 2.03 Lessee may, upon not less than thirty (30) days prior written notice to Lessor, inspect Lessor's records for all Operating Expenses incurred during the preceding year at Lessor's general offices at such other location reasonably designated by Lessor at any time during reasonable business hours within six (6) months after the end of said year. If said inspection reveals an overpayment of Operating Expenses, Lessor shall reimburse Lessee its proportionate share of any such overpayment within thirty (30) days after receipt of proper billing. If said inspection reveals that Lessor misstated Operation Expenses and insurance expenses by more than five percent (5%), Lessor shall reimburse Lessee for all costs reasonably incurred in making such inspection within thirty (30) days after receipt of notice of determination, and of the amount, of any such misstatement. Lessor's Operating Expenses for any year shall be deemed correct if Lessee does not give Lessor written notice of discrepancy within ninety (90) days of receipt of operating expense notice. Lessee agrees to pay any additional rent due under this Section 2.03 within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development The Operating Expenses that vary with occupancy and construction that are attributable to any part of a second building on the property, as described term in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, which less than one hundred percent (100%) of the numerator of which is the total rentable area of the Premises as set forth in Article 1 and Building is occupied by lessees will be adjusted by Lessor to the denominator amount Lessor reasonably believes such expenses would have been ninety-five percent (95%) of which shall be the net rentable area of both the Tenant's Building and had been occupied. For purposes of determining Operating Expenses for the second calendar year 1999, the real estate taxes will be those imposed on the first year in which the building is fully assessed as a completed building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 1.7 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant Lessee shall also pay to Lessor any increase in the Operating Expenses above the Base Year Operating Expenses incurred in subsequent calendar years of the term as additional rent Tenant's pro rata share Rent. Lessor will notify Lessee of any increase in actual Operating Expenses above the Base Year Operating Expenses, together with a detailed written explanation of the operating increase, after the conclusion of the calendar year in which such Operating Expenses were incurred. Within thirty (30) days after receipt of such notice, Lessee will pay the increased amount to Lessor, subject to Lessee's right of audit set forth below. If Lessor projects Operating Expenses for any coming calendar year after 1997 to be in excess of the Base Year Operating Expenses, Lessor may notify Lessee of its projections, with a detailed explanation of the increase, and Lessee will pay the estimated projected excess in advance in equal monthly installments. If Lessor exercises its right to project estimated Operating Expense increases over the Base Year Operating Expenses and collect for such projected increases over the calendar year in which the expenses are incurred, Lessor shall provide Lessee with a detailed written statement of Landlord the actual Operating Expenses paid for such year, within sixty (60) days of the end of the such year. Any overpayment by Lessee based on the projections will be credited to Lessee's account for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share coming year or if paid during the last year of the estimated operating expenses Lease term, refunded upon termination of this Lease. Lessee shall have the right to conduct an audit of Operating Expenses pertaining to a particular calendar year at any time until the 90th day following Lessee's receipt of a written statement from Landlord setting forth the actual Operating Expenses incurred or paid for each such calendar year, which amount . Lessee shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expensegive Lessor ten (10) days prior written notice to conduct an audit of the Operating Expenses. Within six (6) months following If the close results of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows such audit show that the total Lessee's charges have been overstated, Lessor shall refund immediately any balance due Lessee and, if the audit determines that the amount charged to Lessee was overstated by three percent (3%) or more, Lessor shall reimburse Lessee for the cost of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rentaudit. If this Lease shall the term hereunder does not terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur Operating Expenses shall be prorated on pro rated based upon Lessee's occupancy during the ratio that the number of days from the commencement of the final calendar year on a per diem basis. It is acknowledged and agreed that if Lessee files a timely objection to and including such termination date bears to 365. Tenant agrees any excess in Operating Expenses as a result of an audit, Lessee shall not be in default hereunder for failure to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timesuch excess.

Operating Expenses. Tenant shall also pay as additional rent its pro rata share of any Operating Expenses (as hereinafter defined), Landlord shall deliver to Tenant each year, on or before March 31 (or within a reasonable time thereafter), a statement setting forth the amount of Operating Expenses paid or incurred by Landlord, directly or indirectly, during the immediately preceding year. This statement shall delineate Tenant's pro rata share of the operating expenses of Landlord Operating Expenses for the Buildingpreceding year and the estimated amount of Tenant's pro rata share of Operating Expenses for the following year. Landlord may invoice Within thirty (30) days after delivery of the statement, Tenant monthly for shall pay to Landlord, as additional rent, Tenant's pro rata share of the estimated operating expenses for each calendar previous year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense's Operating Expenses not previously paid. Within six (6) months Commencing with the rental payment immediately following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing statement of Operating Expenses, Tenant shall remit as additional rent dueone-twelfth (1/12) of Tenant's pro rata share of the anticipated Operating Expenses for the following year in addition to the scheduled Base Rental. Following development and construction of a second building on If the property, as described in Subsection 1.4 aboveLease Term begins after January 1 or ends prior to December 31, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment of the Operating Expenses shown on the statement delivered at the end of such year shall be reduced proportionately. In the event Tenant's share of the Operating Expenses is less than the amount previously estimated and collected by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which Tenant's excess shall be applied to amounts owed to Landlord, and if no amounts are owed, then the net rentable area of both the excess shall be remitted to Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. In the event Landlord's operating expenses for the Building shall, in any calendar year during the Term, exceed the sum of those expenses accrued during the 1997 base year ("Excess Expenses") Tenant shall also pay as additional rent Tenant's pro rata share Proportionate Share of Excess Expenses. In order to provide current payments on account of Excess Expenses Tenant shall, at Landlord's request, pay as additional rent, an amount equal to Tenant's Proportionate Share of the operating expenses of Landlord Excess Expenses due for the Building. ensuing twelve (12) months, as estimated by Landlord may invoice Tenant from time to time, in twelve (12) equal monthly for Tenant's pro rata share installments, commencing on the first day of the estimated operating expenses for each calendar year, month following the month in which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expensenotifies Tenant of the amount. Within six (6) months following Following the close of each calendar year, Landlord shall provide Tenant an accounting with a statement showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total If Tenant's Proportionate Share of the actual Excess Expenses for the preceding calendar year exceeds the aggregate of the estimated monthly payments made by Tenant exceeds for such year, Tenant shall within thirty (30) days of the amount receipt of the statement, pay to Landlord as additional rent due by Tenant under this Sectionan amount equal to such excess. If such aggregate of the estimated monthly payments exceeds Tenant's Proportionate Share of the actual Excess Expenses for such calendar year, Landlord shall credit against Tenant's next ensuing monthly installment or installments of the accounting rent an amount equal to such difference until the credit is exhausted. No interest or penalties shall be accompanied by evidence of a accrue on any amounts which Landlord is obligated to credit to Tenant by reason of this provision. The obligations of Tenant and Landlord to make payments or credits required by this provision shall survive the Termination Date. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Landlord, prior to the Termination Date, shall have the option to invoice Tenant for Tenant's account. In any event the accounting shows that the total Proportionate Share of the monthly payments made by Tenant is less than Excess Expenses based upon the amount of additional rent due by Tenant under this Sectionprevious year's operating expenses; provided, that such invoicing shall not eliminate the accounting shall be accompanied by an invoice need for the additional rentreconciliation and adjustment based on actual expenses for such year, when such expenses are known. If this the Lease shall terminate on a day other than the last day of a the calendar year, the amount of any additional rent payable by Tenant applicable to the year in which such termination Each statement given by Landlord or the termination shall occur Building Manager pursuant to this section shall be prorated on conclusive and binding upon Tenant unless within ninety (90) days after receipt of such statement Tenant shall notify Landlord that it disputes the ratio correctness of the statement, specifying the particular respects in which it is claimed to be incorrect. If such dispute shall not have been settled by agreement, then, pending the legal determination of such dispute, Tenant shall pay additional rent in accordance with such statement and such payment shall be without prejudice to Tenant's position. If the dispute shall be determined in Tenant's favor, Landlord shall forthwith credit to Tenant the amount of Tenant's overpayment of additional rent resulting from compliance with Landlord's statement. Landlord shall keep complete and accurate books and records relating to "Operating Expenses", as defined below, for at least three (3) years after the end of the calendar year in which such Operating Expenses were incurred. Tenant may, at Tenant's initial expense, cause such books and records to be audited by an independent auditor satisfactory to Tenant for the purpose of determining the validity of any claim by Landlord for Excess Expenses, provided that Tenant shall notify Landlord of Tenant's election to conduct such an audit not later than ninety (90) days after the number of days from the commencement end of the calendar year to be examined. If any such audit determines that Landlord's claim for Excess Expenses for any calendar year exceeds the amount to which Landlord was properly entitled, then Landlord shall forthwith refund the excess, and including such termination date bears to 365. Tenant agrees to if the excess is more than three percent (3%) of the amount properly due, then Landlord shall also pay any additional rent due under this Section within ten (10) days following the cost of the audit upon receipt of the invoice or accounting showing additional rent dueappropriate evidence of such cost. Following development and construction If during any calendar year of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fractionthis Lease, the numerator of which is the total area occupancy of the Premises as set forth in Article 1 and Building averages less than one hundred percent (100%), it is agreed that the denominator of which Operating Expenses shall be recomputed as though the net rentable area Building had been 100% occupied for such calendar year. In making such recomputation, no adjustment shall be made in Operating Expenses that typically do not vary based on occupancy, such as but not limited to real property taxes, insurance premiums and costs associated with landscaping and other exterior maintenance. Any dispute between Landlord and Tenant regarding Operating Expenses or Excess Expenses shall be resolved by binding arbitration in accordance with the commercial arbitration rules of both the Tenant's Building American Arbitration Association, and the second building, as the same judgment on any arbitration award may change from time to timebe entered and enforced by any court of competent jurisdiction.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-time- to-time by Landlord based upon reasonably anticipated operating expenseexpenses and shall be due at the same time base rent is due. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Except as otherwise provided herein, Tenant agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 1.7 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio ration that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or of accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 1.7 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator demoninator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the BuildingBuilding and/or project of which the Premises are a part. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6nine(9) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur occur, shall be prorated pro rated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365355. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.8 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. Tenant shall also If Lessor’s Operating Expenses per net rentable square foot for the Property, in any calendar year during the term of this Lease exceeds the Operating Expense Base, Lessee agrees to pay as additional rent Tenant's pro rata Lessee’s share of such Excess Operating Expenses, subject to the operating expenses limitations set forth below. As used herein, the term “Lessee’s share of Landlord for such Excess Operating Expenses” means the Buildingamount by which Lessor’s Operating Expenses per net rentable square foot exceed the Operating Expense Base, multiplied by the Net Rentable Area comprising the Leased Premises. Landlord Lessor may invoice Tenant Lessee monthly for Tenant's pro rata Lessee’s share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseOperating Expenses. Within six one-hundred twenty (6120) months days following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event Failure of Lessor to give Lessee said notice within said time period shall not be a waiver of Lessor’s right to collect said additional rent. If the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of the additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any event If the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Lessor within one (1) year following the termination date, shall have the option to invoice Lessee for Lessee’s share of the Excess Operating Expenses based upon the previous year’s Operating Expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right at its own expense and within a reasonable time, to audit during Lessor’s regular business hours Lessor’s books relevant to the additional rent payable under this Section. Lessee agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. (i) ESTIMATED PAYMENTS. Commencing on the Commencement Date and continuing throughout the entire Term, Tenant shall also pay as additional rent Tenant's pro rata share Percentage Share of all Operating Expenses paid or payable by Landlord in each year; provided, however, that Tenant shall pay one hundred percent (100%) of those Operating Expenses arising from Landlord's performance of its obligations under PARAGRAPHS 17.A and Tenant's obligations under PARAGRAPH 17.D. Before commencement of the operating expenses Term and during December of each calendar year or as soon thereafter as practicable, Landlord shall give Tenant notice of its estimate of amounts payable under this PARAGRAPH 5.D.(i) for the Buildingensuing calendar year. Landlord may invoice Tenant monthly for Tenant's pro rata share Such notice shall show in reasonable detail the basis on which the estimate was determined. On or before the first day of each month during the estimated operating expenses for each ensuing calendar year, which amount Tenant shall be adjusted pay to Landlord one twelfth (1/12th) of such estimated amounts, provided that if such notice is not given in December, Tenant shall continue to pay on the basis of the prior year's estimate until the month after such notice is given. If at any time or times it appears to Landlord, in its reasonable judgment, that the amounts payable under this PARAGRAPH 5.D.(i) for the current calendar year will vary from timeits then-to-time current estimate by Landlord based upon reasonably anticipated operating expense. Within six more than five percent (6) months following the close of each calendar year5%),Landlord may, Landlord shall provide Tenant an accounting in its sole discretion, by notice to Tenant, showing in reasonable detail the computations of additional rent due under this Sectionbasis for such variance, revise its estimate for such year, in which case subsequent payments by Tenant for such year shall be based upon such revised estimate. In Landlord's election not to give the event notice described in the accounting shows that foregoing sentence shall not affect Landlord's ability to charge Tenant for, nor Tenant's liability to pay for, any shortfall in the total of the monthly estimated payments for such calendar year previously made by Tenant exceeds the amount of additional rent due by Tenant under this SectionTenant, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timePARAGRAPH 5.D.(ii).

Operating Expenses. Within ninety (90) days after each calendar year (hereinafter "Comparison Year") following the Base Year, or within a reasonable time thereafter, Landlord shall furnish to Tenant (i) a statement of actual Operating Expenses for such Comparison Year, and (ii) a notice together with reasonable evidence indicating the increase of Operating Expenses, for such Comparison year, as computed by comparison with the Base Year, and Tenant's Percentage Share of such increase then due. Within 15 days of delivery of said notice to Tenant for such Comparison year, Tenant shall also pay in full the total Percentage Share amount of increase due for such Comparison Year less credit for any estimated increases paid. In addition, said amount of increase shall be used as additional rent Tenant's pro rata share of the operating expenses of Landlord an estimated increase for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar then current year, which and the amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six divided into twelve (612) months equal monthly installments and Tenant shall pay to Landlord, concurrently with the regular monthly rent payment next due following the close delivery to Tenant of each said notice, an amount equal to one (1) monthly installment multiplied by the number of months from January in the calendar yearyear in which said notice is submitted to the month of such payment, Landlord both months inclusive. Subsequent installments shall provide Tenant an accounting showing be payable concurrently with the regular monthly rent payments for the balance of that calendar year and shall continue until the next Comparison Year's notice is delivered. If in reasonable detail any Comparison Year, the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the Tenant's Percentage Share amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant Operating Expenses is less than the amount of additional rent due preceding year, any overpayment made by Tenant under this Section, on the accounting monthly installment basis provided above shall be accompanied by an invoice credited towards the next monthly rent falling due and the estimated monthly installments of Operating Expenses to be paid shall be adjusted to reflect such lower Operating Expenses for the additional rentmost recent Comparison Year. If this Lease shall terminate on a day other than Even though the last day term has expired and Xxxxxx has vacated the premises, when the final determination is made of a calendar year, the amount Tenant's Percentage Share of any additional rent payable by Tenant applicable to Operating Expenses for the year in which this Lease terminates, Tenant shall pay any increase due over the termination shall occur estimated Operating Expenses paid. Any overpayment made in the event said Operating Expenses decrease shall be prorated on the ratio that the number of days from the commencement of the calendar year rebated by Landlord to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Operating Expenses shall be defined as the sum of (i) Operating Costs, as defined in Article V, Section 1 of the Prime Lease, (ii) Real Estate Taxes, as defined in Article V, Section 4 of the Prime Lease, and (iii) the costs of Sublandlord's Maintenance Obligations, as defined in Section 10 hereof. If, with respect to any calendar year during the Sublease Term after the Operating Expenses Base Year (which shall be defined as calendar year 1995); the aggregate amount of Operating Expenses exceeds the Operating Expenses for the Operating Expenses Base Year; Tenant shall also pay to Landlord, as additional rent Additional Rent, the entire amount of such excess. Tenant's pro rata share obligation under this Section 4(b) shall be prorated for partial calendar years at the beginning or end of the operating expenses Term. After the end of Landlord each calendar year included in the Sublease Term, Sublandlord shall send Subtenant a statement showing Operating Expenses (i) for the Buildingcalendar year just ended ("Actual Expenses"), which statement shall be based in part upon information supplied by Sublandlord, and (ii) an estimate of Operating Expenses for the then-current calendar year ("Estimated Expenses"). Landlord may invoice Tenant monthly for Tenant's pro rata share Subtenant shall pay Sublandlord on the first day of each month, in advance, as Additional Rent, an amount equal to 1/12th of the estimated operating expenses amount, if any, by which the Estimated Expenses for each the then current calendar year exceed the Operating Expenses for the Operating Expenses Base Year. Such payments shall not bear interest and may be commingled by Sublandlord with any other funds of Sublandlord. If the total amount paid by Subtenant in accordance with (ii) above on account of Operating Expenses for any calendar year during the Sublease Term (i) exceeds the amount due therefor as shown on Sublandlord's statement delivered after the end of such calendar year, which amount such excess shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of credited against the monthly payments made by Tenant exceeds installments of Additional Rent next due (or refunded to Subtenant if the amount of additional rent due by Tenant under this SectionSublease Term has expired), the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant or (ii) is less than the amount due therefor as shown on Sublandlord's statement delivered after the end of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a such calendar year, then Subtenant shall pay the amount difference to Sublandlord within 30 days after receipt of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days such statement from the commencement of the calendar year to Sublandlord. Subtenant's rights and including such termination date bears to 365. Tenant agrees to pay any additional rent due obligations under this Section within ten 4(b) with respect to the last calendar year (10or portion thereof) days following receipt included in the Sublease Term shall survive the expiration or termination of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timethis Sublease.

Operating Expenses. (a) Notwithstanding anything to the contrary in the Lease, as amended hereby, effective as of the Extended Term Commencement, Section 3(e) of the Lease shall be of no further force and effect. Commencing on the Extended Term Commencement Date, Tenant shall also pay Landlord in accordance with the terms and conditions set forth herein, throughout the Extended Term, as additional rent rental, Tenant's pro rata share of the amount by which the amount of operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share (as defined in Section 3(f) of the estimated Lease) with respect to any given calendar year exceed $0.15 per square foot. Prior to or promptly after the beginning of each calendar year during the Extended Term, Landlord shall estimate the total amount of operating expenses for each to be paid by Tenant during such calendar year, which amount and Tenant shall be adjusted from timepay to Landlord one-to-time by Landlord based upon reasonably anticipated operating expensetwelfth (1/12) of such sum on the first day of each calendar month during each such calendar year, or part thereof, during the Extended Term. Within six (6) months following a reasonable time after the close end of each calendar year, Landlord shall provide submit to Tenant an accounting showing a statement of the actual amount of operating expenses for such calendar year, and the actual amount owed by Tenant, and within thirty (30) days after receipt of such statement, Tenant shall pay any deficiency between the actual amount owed and the estimates paid during such calendar year, or in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds overpayment, Landlord shall either, at Landlord's option, credit the amount of additional rent due such overpayment toward the next installment of operating expenses and/or Base Rental owed by Tenant under this Sectionor refund such overpayment to Tenant; provided, however, any overage due Tenant during the accounting last year of the Extended Term shall be accompanied by evidence of a credit refunded to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.The obligations in

Operating Expenses. Tenant shall also pay as additional rent Tenant's ’s pro rata share of the operating expenses of Landlord for the BuildingProject of which the Premises is a part. The operating expenses are initially estimated to be $2.33 per square foot ($8,733.00 per month), subject to adjustment as hereafter provided, Landlord may invoice Tenant monthly for Tenant's ’s pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses, provided no more than one (1) adjustment shall be permitted in each calendar year. Within six nine (69) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's ’s account. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant’s pro rata share of the operating expenses based upon the previous year’s operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's ’s pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.7 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeProject.

Operating Expenses. Tenant shall also In the event, Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $1.18 per square foot, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) months ninety days following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's accounting expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated pro rated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expenses and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten twenty (1020) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay Lessee agrees to pay, as additional rent Tenantrent, Lessee's pro rata share (as determined by the formula set forth in Section 2.02 above) of the operating expenses of Landlord Lessor's Operating Expenses for the BuildingBuilding without deduction or set-off of any kind except as otherwise set forth herein. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated Operating Expenses. As of the date hereof, it is estimated that the Operating Expenses, taxes and insurance for calendar year 2000 will be approximately $2.20 per rentable square foot. Lessor agrees that the Lessee's portion of the Operating Expenses for common area maintenance, less costs of utilities, costs required to meet applicable laws, and capitalized costs of capital improvements and operating expenseefficiency devices, will not exceed seventy-eight cents ($78) per rentable square foot during the first year of the Term (the "Base Amount"), and will not increase for any year by more than five percent (5%) per year (cumulative) over the Base Amount. Within six (6) four months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Section, the accounting such amount shall be accompanied by evidence credited against the next required payment of a credit to Tenant's accountbase rent. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Section, the accounting account shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Provided Lessee is not in default of any terms of this Lease, Lessee shall have the right, at its own expense, to audit Lessor's books relevant to the additional rent payable under this Section. With respect to such audit, Lessee 1) may review Lessor's books during office hours, 2) must perform such audit at the location of Lessor's books, 3) must request such audit within six (6) months of receipt of its annual reconciliation of Operating Expenses, 4) must deliver to Lessor a copy of the results of such audit, 5) may not audit the same calendar year more than one time. If, as a result of such audit, it is determined that the Operating Expenses have been overstated by 3% or more, Lessor shall be required to reimburse Lessee for the costs of such audit. Assignees of Lessee may only audit periods for which they occupy the Leased Premises and subtenants of Lessee shall have no audit rights. Lessee agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share The amount of the operating expenses Annual Operating Expenses set forth in Section 1(g) above represents Tenant’s Share of Landlord the estimated Operating Expenses for the Buildingcalendar year in which the Term commences. Landlord may invoice Tenant monthly for Tenant's pro rata share adjust such amount from time to time if the estimated Annual Operating Expenses increase or decrease. By March 31st of each year (and as soon as practical after the expiration or termination of this Lease or, at Landlord’s option, after a sale of the estimated operating expenses Property), Landlord shall provide Tenant with a statement of Operating Expenses for the preceding calendar year or part thereof. Within 30 days after delivery of the statement to Tenant, Landlord or Tenant shall pay to the other the amount of any overpayment or deficiency then due from one to the other or, at Landlord’s option, Landlord may credit Tenant’s account for any overpayment. If Tenant does not give Landlord notice within 30 days after receiving Landlord’s statement that Tenant disagrees with the statement and specifying the items and amounts in dispute, Tenant shall be deemed to have waived the right to contest the statement. Landlord’s and Tenant’s obligation to pay any overpayment or deficiency due the other pursuant to this Section shall survive the expiration or termination of this Lease. Notwithstanding any other provision of this Lease to the contrary, Landlord may, in its reasonable discretion, determine from time to time the method of computing and allocating Operating Expenses, including the method of allocating Operating Expenses to various types of space within the Building to reflect any disparate levels of services provided to different types of space. If the Building is not fully occupied during any period, Landlord may make a reasonable adjustment based on occupancy in computing the Operating Expenses for such period so that Operating Expenses are computed as though the Building had been fully occupied (this provision is intended to fully allocate to Tenant those services provided to Tenant, but in no event shall this provision operate in a manner that would require Tenant to pay for any services provided to or properly chargeable to any vacant leaseable space in the Building). In the event that Landlord contests any taxes, the net refunds received by Landlord for any period included in the Operating Expenses paid by Tenant shall be credited against the Operating Expenses due from Tenant during the immediately subsequent period, except that in the event that any such refund is paid during the final lease year of the Term (or any renewal Term, if applicable), then upon the expiration of the Term (or renewal Term, if applicable), Landlord shall promptly pay to Tenant any net refund actually received by Landlord after deducting therefrom the costs of contesting Taxes. Tenant shall not initiate any action to reduce or contest real estate taxes on the Property. However, Landlord agrees to initiate such an action upon Landlord’s reasonable determination that the assessor has overvalued the Property, and that a contest is likely to be successful. If Tenant so requests, Landlord agrees to consult with and cooperate with Tenant in evaluating the merits of initiating a tax contest. Tenant shall be entitled at any reasonable time during regular business hours, but no more than once in each calendar year, after giving to Landlord at least ten (10) business days prior written notice, to inspect in Landlord’s business office all Landlord’s records necessary to satisfy itself that Annual Operating Expenses has been correctly determined and allocated to Tenant, for the calendar year immediately preceding the year during which such notice is given, and to obtain an audit thereof by an independent certified public accountant (selected by Tenant with Landlord’s written consent, which shall not be withheld unreasonably) to determine the accuracy of Landlord’s certification of the amount of Annual Operating Expenses charged Tenant, provided, however, that Tenant shall make all payments of Annual Operating Expenses without delay, and that Tenant’s obligation to pay such Annual Operating Expenses shall not be adjusted from timecontingent on any such right. If it is determined that Tenant’s liability for Annual Operating Expenses for either such calendar year is less than ninety-to-time by five percent (95%) of that amount which Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each previously certified to Tenant for such calendar year, Landlord shall provide pay to Tenant an accounting showing in reasonable detail the computations cost of additional rent due under this Section. In such audit (provided, however, that Landlord shall not be required to pay the event the accounting shows that the total cost of any audit based on a contingency fee or percentage of the monthly payments made amount recovered for Tenant) and regardless of such percentage Landlord shall refund promptly to Tenant the amount of the Annual Operating Expenses paid by Tenant for such calendar year which exceeds the amount of additional rent due by for which Tenant under this Sectionactually is liable, the accounting shall be accompanied by evidence of a credit to as determined following such audit. If it is determined that Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant ’s liability for Annual Operating Expenses for either such calendar year is less more than the amount of additional rent due by which Landlord previously certified to Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a such calendar year, Tenant shall promptly pay to Landlord (net of the cost to Tenant of the audit) the amount of the Annual Operating Expenses underpaid by Tenant, as determined following such audit. Except as provided above, Tenant shall bear the total cost of any additional rent payable inspection or audit performed by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365or for Tenant. Tenant agrees shall keep, and shall cause Tenant’s auditor to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fractionkeep, the numerator results of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timesuch audit or inspection confidential.

Operating Expenses. In the event Landlord's Operating Expenses for the Property of which the Leased Premises are a part shall, in any calendar year during the term of this Lease, exceed the Expense Stop set forth in Section 1.07 of this Lease. Tenant shall also agrees to pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Buildingsuch excess Operating Expenses. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseOperating Expenses. Within six (6) nine months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountagainst the next monthly rental payment. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the excess Operating Expenses based upon the previous year's Operating Expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the such termination shall occur shall be prorated based on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Provided Tenant is not in default of the Lease, Tenant shall have the right, at its own expense and within a reasonable time, to audit Landlord's books relevant to the additional rent payable under this section. Tenant agrees that any information or agreements related to such audit shall be held by Tenant, its employees, agents and contractors in strictest confidence. Tenant shall indemnify and hold harmless Landlord from and against any claims, damages, costs or liabilities incurred by Landlord in connection with any breach of this confidentiality clause by Tenant, its employees, agents or contractors. As a precondition to any audit by Tenant hereunder, Landlord may require any Tenant-related auditor or other agent to sign a confidentiality agreement on Landlord's form. Tenant agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development Landlord's failure to timely meet any requirements of this Paragraph 2.02 shall in no way constitute a waiver of its rights to collect such Operating Expenses from Tenant and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which Tenant shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time bound to timeperform its obligations hereunder in any event.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $ 2000 BASE YEAR per square foot, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting show that the total of the monthly payments made by Lessee exceeds the amount of additional rent due by Lessee under this section, the accounting shall be accompanied by a refund. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such their termination date bears to 365. Tenant Lessee shall have the right at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development Notwithstanding anything to the contrary herein, Lessor's right to recover increases in controllable expenses being expenses other than taxes, insurance, and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which utilities shall be the net rentable area of both the Tenant's Building limited to five percent (5%) per annum on a cumulative basis. There shall be no limitation on taxes, insurance, and the second building, as the same may change from time to timeutilities.

Operating Expenses. Commencing as of the Commencement Date and continuing throughout the term of this Lease, Tenant shall also pay pay, as additional rent ("additional rent"), Tenant's pro rata share (as defined in Section 1.7 above) of the operating expenses of Landlord for the BuildingBuilding (the "operating expenses"). Landlord may shall invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that If the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous calendar year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated pro rated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting (together with reasonable supporting documentation) showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 1.7 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 Section 1.2 above and the denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.. Landlord shall maintain books and records showing, in reasonable detail, actual operating expenses in accordance with generally accepted accounting principles. All such books and records shall be made available to Tenant for inspection upon reasonable prior notice. Notwithstanding anything contained herein to the contrary, any capital improvements to the Building over $15,000.00 shall be amortized at 8% interest over its useful life in accordance with generally acceptable accounting principles (GAAP). 41905151-2

Operating Expenses. In addition to Base Rent and other sums payable by Tenant under this Lease, Tenant shall pay to Landlord, as Additional Rent, amounts for the Operating Expenses (defined below) for the Premises. Upon the Commencement Date, and thereafter prior to the commencement of each calendar year occurring wholly or partially within the Term or as soon as practical thereafter, Landlord shall estimate the annual amount of Operating Expenses payable by Tenant pursuant to this provision, and Tenant shall pay to Landlord on the first day of each month in advance, one twelfth (l/12th) of such estimated amount. In the event that during any calendar year of the Term, Landlord determines that the actual amount of Operating Expenses for such year will exceed the estimate, Landlord may revise such estimate by written notice to Tenant, and Tenant shall pay to Landlord, concurrently with the regular monthly rent payment next due following the receipt of the revised estimate, an amount equal to the difference between the initial monthly estimate and the revised monthly estimate multiplied by the number of months expired during such calendar year and shall also pay as additional rent Tenant's pro rata share an amount equal to the revised monthly estimate for the month of such payment. Subsequent installments shall be payable concurrently with the regular monthly Base Rent due for the balance of the operating expenses of Landlord for calendar year and shall continue until the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each next calendar year’s estimate is rendered or Landlord next revises such estimate, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expensewhichever occurs sooner. Within six one hundred twenty (6120) months days following the close end of each calendar yearyear or a reasonable time thereafter, Landlord shall provide Tenant with a written statement of the actual total Operating Expenses for such year and there shall be an accounting showing adjustment made to account for any difference between the amounts paid by Tenant and the actual amount of such Operating Expenses. If Tenant has overpaid, Landlord shall, provided Tenant is not in reasonable detail default hereunder, credit such overpayment to Tenant’s account. If Tenant has underpaid, Tenant shall pay the computations total amount of additional rent such deficiency to Landlord as Additional Rent with the next payment of Base Rent due under this Section. In the event the accounting shows that the total Lease following delivery of the monthly payments made by Tenant exceeds the amount written notice of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit said deficiency from Landlord to Tenant's account. In Unless Tenant objects in writing regarding specific discrepancies in the Operating Expenses calculations for any event the accounting shows that the total calendar year within ninety (90) days after receipt of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice Landlord’s final calculations for the additional rent. If this Lease shall terminate on a day other than the last day of a such calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on deemed to have approved the ratio that same and to have waived the number of days from the commencement of the calendar year right to and including object to such termination date bears to 365calculations. Tenant agrees to pay any additional rent due under this Section within ten “Operating Expenses” means Real Property Taxes (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the propertydefined below), as described in Subsection 1.4 above, Tenant's pro rata share Landlord’s insurance premiums set forth in Section 1.9 shall, subject to reasonable adjustment by 7.1 and Landlord, be equal to a percentage based upon a fraction, the numerator of which is the ’s total area of the Premises costs for roof replacement as set forth in Article 1 Section 8.1 to the extent the cost of such roof replacement is amortized over the useful life of such capital item, in each case with interest on the unamortized balance at a rate of ten percent (10%) per annum. As part of Operating Expenses Tenant shall also pay a monthly property management fee equal to four percent (4%) of monthly Operating Expenses and Base Rent (during the denominator of which Abated Rent Period, such fee shall be the net rentable area equal to four percent (4%) of both the Tenant's Building monthly Base Rent as though Base Rent was Twenty Thousand and the second building, as the same may change from time to timeNo/100 Dollars ($20,000.00) per month).

Operating Expenses. Tenant shall also pay as additional rent commencing on the Commencement Date, Tenant's ’s pro rata share of the operating expenses of Landlord for the BuildingBuilding and/or project of which the Premises are a part. Landlord may invoice Tenant monthly for Tenant's ’s pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord upon no less than thirty (30) days notice to Tenant based upon reasonably anticipated operating expenseexpenses. Within six ninety (690) months days following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's ’s account. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant’s pro rata share of the operating expenses based upon the previous year’s operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's ’s pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.8 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 1, subject to adjustment as provided in this Lease, and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time once per year by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's accountnext rental due. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall invoice Tenant for Tenant's pro rata share of the then current estimate for operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement Commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development Within ninety (90) days of receipt of the operating expense reconciliation for the previous year, Tenant shall have the right to audit Landlord's books and construction records as they pertain to operating expenses for the immediate preceding calendar year, in Landlord's office and with reasonable notice. If Tenant does not provide notice to Landlord within ninety (90) days of a second building on its intent to audit, Tenant shall automatically waive and release its right to audit for the propertypreceding calendar year. The cost of said audit shall be borne by Tenant unless the audit discloses that Tenant has overpaid its proportionate share of operating expenses for the calendar year in question by more than five percent (5%), in which case the reasonable expense of the audit shall be borne by Landlord. If the audit reveals that Landlord's actual statement was incorrect in any amount, the resulting excess or deficiency shall be paid by or reimbursed to Tenant as described in Subsection 1.4 above, the case may be. Tenant's pro rata share set forth in Section 1.9 1.7 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total net rentable area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and completed portions of the second buildingbuilding (i.e., the fifth floor will be excluded from this computation until completed), as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent (a) The amount of the Annual Operating Expenses set forth in Section 1(j) above represents Tenant's pro rata share Share of the operating expenses of Landlord estimated Operating Expenses for the Buildingcalendar year in which the Term commences, and is based on the Operational Expense Estimate attached hereto as Exhibit "I". Landlord may adjust such amount from time to time if the estimated Annual Operating Expenses increase or decrease; Landlord may also invoice Tenant monthly separately from time to time for Tenant's pro rata share Share of any extraordinary or unanticipated Operating Expenses. By April 30th of each year (and as soon as practical after the expiration or termination of this Lease or, at Landlord's option, after a sale of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar yearProperty), Landlord shall provide Tenant an accounting showing in reasonable detail with a statement of Operating Expenses for the computations of additional rent due under this Sectionpreceding calendar year or part thereof. In the event the accounting shows that the total Within 60 days after delivery of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit statement to Tenant's account. In any event , Landlord or Tenant shall pay to the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable overpayment or deficiency then due from one to the year other or, at Landlord's option, Landlord may credit Tenant's account for any overpayment. If Tenant does not give Landlord notice within 60 days after receiving Landlord's statement that Tenant disagrees with the statement and specifying the items and amounts in which the termination shall occur dispute, Tenant shall be prorated on deemed to have waived the ratio that right to contest the number of days from the commencement of the calendar year to statement. Landlord's and including such termination date bears to 365. Tenant agrees Tenant's obligation to pay any additional rent overpayment or deficiency due under the other pursuant to this Section within ten (10) days following receipt shall survive the expiration or termination of this Lease. Notwithstanding any other provision of this Lease to the invoice or accounting showing additional rent due. Following development and construction of a second building on the propertycontrary, as described Landlord may, in Subsection 1.4 aboveits reasonable discretion, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change determine from time to timetime the method of computing and allocating Operating Expenses, including the method of allocating Operating Expenses to various types of space within the Building to reflect any disparate levels of services provided to different types of space. If the Building is not fully occupied during any period, Landlord may make a reasonable adjustment, as is customary for first class office buildings in the Navy Yard, based on occupancy in computing the Operating Expenses for such period so that Operating Expenses are computed as though the Building had been fully occupied.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of the actual 1995 Base Year Operating Expenses (the "Base Year Expense Stop"), Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant the Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears and its relationship to three hundred sixty-five (365) days. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $ Base Year 1997 per square foot, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Provided Lessee is not in default of any terms of this Lease, Lessee shall have the right, at its own expense, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section. With respect to such audit, Lessee 1) may review Lessor's books during office hours, 2) must perform such audit at the location of Lessor's books, 3) must request such audit within thirty (30) days of receipt of it's annual reconciliation of operating expenses, 4) must deliver to Lessor a copy of the results of such audit, 5) may not audit the same calendar year more than one time and 6) may only audit Lessor's books should Lessee's share of excess operating expenses increase from the previous calendar year. Assignees of Lessee may only audit periods for which they occupy the leased premises and subtenants of Lessee shall have no audit rights. Lessee agrees to pay any additional rent due under this section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's ’s pro rata share of the operating expenses Operating Expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's ’s pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time to time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's ’s account. In any event event, if the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant’s pro rata share of the Operating Expenses based upon the previous calendar year’s Operating Expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated pro rated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's ’s pro rata share set forth in Section 1.9 1.7 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time. Landlord shall maintain books and records showing, in reasonable detail, actual Operating Expenses in accordance with generally accepted accounting principles. All such books and records shall be made available to Tenant for inspection upon reasonable prior notice.

Operating Expenses. Tenant shall also pay Lessee agrees to pay, as additional rent Tenantrent, Lessee's pro rata share (as determined by the formula set forth in Section 2.02 above) of the operating expenses of Landlord Lessor's Operating Expenses for the BuildingBuilding without deduction or set- off of any kind except as otherwise set forth herein. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated Operating Expenses. As of the date hereof, it is estimated that the Operating Expenses, taxes and insurance for calendar year 2000 will be approximately $2.20 per rentable square foot. Lessor agrees that the Lessee's portion of the Operating Expenses for common area maintenance, less costs of utilities, costs required to meet applicable laws, and capitalized costs of capital improvements and operating expenseefficiency devices, will not exceed seventy- eight cents ($.78) per rentable square foot during the first year of the Term (the "Base Amount"), and will not increase for any year by more than five percent (5%) per year (cumulative) over the Base Amount. Within six (6) four months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Section, the accounting such amount shall be accompanied by evidence credited against the next required payment of a credit to Tenant's accountbase rent. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Section, the accounting account shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Provided Lessee is not in default of any terms of this Lease, Lessee shall have the right, at its own expense, to audit Lessor's books relevant to the additional rent payable under this Section. With respect to such audit, Lessee 1) may review Lessor's books during office hours, 2) must perform such audit at the location of Lessor's books, 3) must request such audit within six (6) months of receipt of its annual reconciliation of Operating Expenses, 4) must deliver to Lessor a copy of the results of such audit, 5) may not audit the same calendar year more than one time. If, as a result of such audit, it is determined that the Operating Expenses have been overstated by 3% or more, Lessor shall be required to reimburse Lessee for the costs of such audit. Assignees of Lessee may only audit periods for which they occupy the Leased Premises and subtenants of Lessee shall have no audit rights. Lessee agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating operation expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 1.8 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of the actual operating expenses per square foot including common area maintenance for calendar year 1993, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the express operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also In the event Landlord's Operating Expenses as that term is defined in Section 2.3 herein, for the building and/or project of which the Premises are a part shall, in any calendar year during the Term, exceed the sum of $ per square foot (the "Expense Stop"), Xxxxxx agrees to pay as additional rent TenantAdditional Rent, Xxxxxx's pro rata rate share of the operating expenses of Landlord for the Buildingsuch excess Operating Expenses. Landlord may invoice Tenant monthly for TenantXxxxxx's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseOperating Expenses. Within six (6) nine months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent Additional Rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent Additional Rent due by Tenant under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent Additional Rent due by Tenant under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rentAdditional Rent. Notwithstanding any other provision in this Agreement, during the year in which the Agreement terminates, Landlord, prior to the Expiration Date, shall have the option to invoice Tenant for Tenant's pro rata share of the excess Operating Expenses based upon the previous year's Operating Expenses. If this Lease Agreement shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the such termination shall occur shall be prorated on to the ratio that the number of days from the commencement of the calendar year to and including such termination date the Expiration Date bears to 365. In the event Tenant agrees wishes to pay dispute any additional rent due under this Section annual accounting of Operating Expenses rendered by Landlord, Tenant shall, within ten thirty (1030) days after Landlord's delivery of such accounting, notifying Landlord that Tenant wishes to have performed an audit of Landlord's books relevant to the accounting by any one of the major national accounting firms, or by any other public accounting firm of reasonably comparable quality and stature, and Tenant shall deliver a written copy of such audit to Landlord within thirty (30) days following receipt such notification. If Tenant fails to elect to audit Xxxxxxxx's books within said thirty (30) days following such notification, Tenant shall conclusively be deemed to have accepted the accuracy of the invoice or accounting showing additional rent duedelivered and in such event Tenant shall be deemed to have waived any right thereafter to question the accuracy of such accounting. Following development If Xxxxxx chooses to perform an audit and construction Landlord does not dispute the results of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fractionsuch audit, the numerator results of such audit shall be binding on Landlord and Tenant. If Landlord disputes Xxxxxx's audit and the parties are unable to resolve the dispute, the parties shall select an independent third party accountant to select which is the total area of the Premises as set forth in Article 1 two determinations of Operating Expenses is most nearly correct and if the denominator of which parties are unable to agree on such third party accountant, the third party accountant shall be selected by the net rentable area American Arbitration Association from a list of both the Tenant's Building and the second building, as the same may change from time to time3 candidates submitted by each party.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $________________ THE ACTUAL OPERATING EXPENSE per square foot FOR THE CALENDAR YEAR 1994, INCLUDING COMMON AREA MAINTENANCE (CAM), Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses expensed for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) four months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows the total of the monthly payments made by Lessee exceeds the amount of additional rent due by Lessee under this section, the accounting shall be accompanied by a refund. In the event the accounting shows that the total of the monthly payments are made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease lease shall terminate on a the day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share ’s Pro Rata Share of the operating expenses Operating Expenses of Landlord for the BuildingBuilding of which the Premises are a part. Landlord shall, on or before December 31st of each calendar year during the Term of this Lease, give Tenant an estimate of the Operating Expenses payable per square foot of rentable area for the next calendar year. Tenant shall pay, as additional rent, along with its monthly Base Rent, one-twelfth (1/12) of such estimated Operating Expenses. Landlord may invoice Tenant monthly for Tenant's pro rata share ’s Pro Rata Share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseOperating Expenses. Within six four (64) months following the close of each calendar year, Landlord shall provide Tenant an accounting prepared in accordance with Generally Accepted Accounting Principals (GAAP) showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's ’s account. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant’s pro rata share of the operating expenses based upon the previous year’s operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's ’s pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, shall be equal to a percentage based upon a fraction, the numerator of which is the total area rentable square feet of space in the Premises as set forth in Article 1 Section 1.2 and the denominator of which shall be the net rentable area square feet of both space in the Tenant's Building and the second building, as the same may change from time to timeset forth in Section 1.2.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 1.7 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Operating Expenses shall be defined as the sum of (i) Operating Costs, as defined in Article V, Section 1 of the Prime Lease, (ii) Real Estate Taxes, as defined in Article V, Section 4 of the Prime Lease, and (ii) the costs of Sublandlord's Maintenance Obligations, as defined in Section 10 hereof. If, with respect to any calendar year during the Sublease Term after the Operating Expenses Base Year (Which shall be defined as calendar year 1996), the aggregate amount of Operating Expenses exceeds the Operating Expenses for the Operating Expenses Base Year; Tenant shall also pay to Landlord, as additional rent Additional Rent, the entire amount of such excess. Tenant's pro rata share obligation under this Section 4(b) shall be prorated for partial calendar years at the beginning or end of the operating expenses Term. After the end of Landlord each calendar year included in the Sublease Term, Sublandlord shall send Subtenant a statement showing Operating Expenses (i) for the Buildingcalendar year just ended ("Actual Expenses"), which statement shall be based in part upon information supplied by Sublandlord, and an estimate of Operating Expenses for the then-current calendar year ("Estimated Expenses"). Landlord may invoice Tenant monthly for Tenant's pro rata share Subtenant shall pay Sublandlord on the first day of each month, in advance, as Additional Rent, an amount equal to 1/12th of the estimated operating expenses amount, if any, by which the Estimated Expenses for each the then current calendar year exceed the Operating Expenses for the Operating Expenses Base Year. Such payments shall not bear interest and may be commingled by Sublandlord with any other funds of Sublandlord. If the total amount paid by Subtenant in accordance with (ii) above on account of Operating Expenses for any calendar year during the Sublease Term (i) exceeds the amount due therefor as shown on Sublandlord's statement delivered after the end of such calendar year, which amount such excess shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of credited against the monthly payments made by Tenant exceeds installments of Additional Rent next due (or refunded to Subtenant if the amount of additional rent due by Tenant under this SectionSublease Term has expired, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant or (ii) is less than the amount due therefor as shown on Sublandlord's statement delivered after the end of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a such calendar year, then Subtenant shall pay the amount difference to Sublandlord within 30 days after receipt of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days such statement from the commencement of the calendar year to Sublandlord. Subtenant's rights and including such termination date bears to 365. Tenant agrees to pay any additional rent due obligations under this Section within ten 4(b) with respect to the last calendar year (10or portion thereof) days following receipt included in the Sublease Term shall survive the expiration or termination of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timethis Sublease.

Operating Expenses. Tenant shall also In the event Lessor’s operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $ 2003 BASE YEAR per square foot, Lessee agrees to pay as additional rent Tenant's without demand, offset or deduction Lessee’s pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly or notify Lessee in writing the amount of the additional rent to be added to the monthly Base Rent for Tenant's Lessee’s pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows show that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows show that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee’s pro rata share of the excess operating expenses based upon the previous year’s operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such their termination date bears to 365. Tenant Provided Lessee is not in default of any terms of this Lease, Lessee shall have the right, at its own expense, to audit Lessor’s books relevant to the additional rent payable under this section. With respect to such audit, Lessee (i) may review Lessor’s books during office hours, (ii) must perform such audit at the location of Lessor’s books, (iii) must request such audit within thirty (30) days of receipt of its annual reconciliation of operating expenses, (iv) must deliver to Lessor a copy of the results of such audit, (v) may not audit the same calendar year more than one time and (vi) may only audit Lessor’s books should Lessee’s share of operating expenses increase from the previous calendar year. Assignees of Lessee may only audit periods for which they occupy the Leased Premises and subtenants of Lessee shall have no audit rights. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Subject to Section 2.5 hereof, Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail by line item the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Within ninety (90) days of receipt of the operating expense reconciliation for the previous year, Tenant shall have the right to audit Landlord's books and records as they pertain to operating expenses for the immediately preceding calendar year, in Landlord's office and with reasonable notice. If Tenant does not provide notice to Landlord within ninety (90) days of its intent to audit, Tenant shall automatically waive and release its right to audit for the preceding calendar year. The cost of said audit shall be borne by Tenant unless the audit discloses that Tenant has overpaid its proportionate share of operating expenses for the calendar year in question by more than ten percent (10%), in which case the reasonable expense of the audit shall be borne by Landlord. If the audit reveals that Landlord's actual statement was incorrect in any amount, the resulting excess or deficiency shall be paid by or reimbursed to Tenant, as the case may be. Notwithstanding any other provisions in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous year's operating expenses and will be adjusted appropriately when actual expenses have been compiled. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 1.7 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant Pursuant to Section 6 of the Original Lease, as amended by Section 8 of the First Amendment, in addition to the Base Rent Subtenant shall also be obligated to pay as additional rent Tenant's pro rata its proportionate share of any Net Operating Expenses; provided, however, that for purposes of determining Subtenant’s share of such expenses “Base Year” shall be the operating expenses of Landlord 2020 calendar year such that Subtenant shall only be responsible for increases above the Buildingactual Net Operating Expenses incurred during the 2020 calendar year. Landlord may invoice Tenant monthly for Tenant's pro rata share Sublandlord agrees to provide timely notice to Subtenant of the estimated operating expenses Net Operating Expenses for each calendar year, which amount shall any year during the Sublease Term as furnished by Master Landlord in accordance with Section 6.4 of the Original Lease. Any amounts due by Subtenant under this Section 5 will be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following due and payable to Sublandlord on the close first of each calendar yearmonth. During the Sublease Term, Landlord upon the receipt of a Reconciliation Statement pursuant to Section 6.5 of the Original Lease, Sublandlord shall provide Tenant an accounting showing in reasonable detail to Subtenant written notice of the computations amount of additional rent due under this Sectionany over- or under-payment with respect to Subtenant’s share of Net Operating Expenses. In the event of an underpayment, Subtenant shall pay Sublandlord for any deficiency within thirty (30) calendar days after receipt of such notice. In the accounting shows that the total event of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Sectionan overpayment, the accounting Subtenant shall be accompanied by evidence entitled to offset the excess against the next payment(s) due to Sublandlord on account of a credit to Tenant's account. In any event the accounting shows that the total Subtenant’s share of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting Net Operating Expenses or such excess amounts shall be accompanied paid by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day Sublandlord to Subtenant if no further payments of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent Net Operating Expenses are due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share The amount of the operating expenses Annual Operating Expenses set forth in Section 1(g) above represents Tenant’s Share of Landlord the estimated Operating Expenses for the Buildingcalendar year in which the Term commences. Landlord may invoice Tenant monthly for Tenant's pro rata share adjust such amount from time to time if the estimated Annual Operating Expenses increase or decrease. By April 30th of each year (and as soon as practical after the expiration or termination of this Lease or, at Landlord’s option, after a sale of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar yearProperty), Landlord shall provide Tenant an accounting showing in reasonable detail with a statement of Operating Expenses for the computations of additional rent due under this Sectionpreceding calendar year or part thereof. In the event the accounting shows that the total Within 30 days after delivery of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit statement to Tenant's account. In any event , Landlord or Tenant shall pay to the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable overpayment or deficiency then due from one to the year other. If Tenant does not give Landlord notice within 30 days after receiving Landlord’s statement that Tenant disagrees with the statement and specifying the items and amounts in which the termination shall occur dispute, Tenant shall be prorated on deemed to have waived the ratio that right to contest the number of days from the commencement of the calendar year to statement. Landlord’s and including such termination date bears to 365. Tenant agrees Tenant’s obligation to pay any additional rent overpayment or deficiency due under the other pursuant to this Section within ten (10) days following receipt shall survive the expiration or termination of this Lease. Notwithstanding any other provision of this Lease to the invoice or accounting showing additional rent due. Following development and construction of a second building on the propertycontrary, as described Landlord may, in Subsection 1.4 aboveits reasonable discretion, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change determine from time to timetime the method of computing and allocating Operating Expenses, including the method of allocating Operating Expenses to various types of space within the Building to reflect any disparate levels of services provided to different types of space. If the Building is not fully occupied during any period, Landlord shall make a reasonable adjustment based on occupancy in computing the Operating Expenses for such period so that Operating Expenses are computed as though the Building had been fully occupied.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 1.8 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. Tenant shall also If Lessor's Operating Expenses per net rentable square foot for the Property, in any calendar year during the term of this Lease exceeds the Operating Expense Base, Lessee agrees to pay as additional rent TenantLessee's pro rata share Share of Such Excess Operating Expenses. As used herein, the operating expenses term "Lessee's Share of Landlord Such Excess Operating Expenses" means the amount by which Lessor's Operating Expenses per net rentable square foot for the BuildingProperty exceed the Operating Expense Base, multiplied by the net rentable square feet comprising the Leased Premises. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated increase in operating expenses for each calendar yearyear beginning with calendar year 1997, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six one-hundred twenty (6120) months days following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event Failure of Lessor to give Lessee said notice within said time period shall not be a waiver of Lessor's right to collect said additional rent. If the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of the additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any event If the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. If this Lease Lessee shall terminate on have the right at its own expense and within a day other than reasonable time, to audit during Lessor's regular business hours Lessor's books relevant to the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant under this Section.. Lessee agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also pay Lessee agrees to pay, as additional rent Tenantrent, Lessee's pro rata share (as determined by the formula set forth in Section 2.02 above) of the operating expenses of Landlord Lessor's Operating Expenses for the BuildingBuilding without deduction or set-off of any kind except as otherwise set forth herein. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseOperating Expenses. Within six (6) four months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Section, the accounting such amount shall be accompanied by evidence credited against the next required payment of a credit to Tenant's accountbase rent. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Section, the accounting account shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Provided Lessee is not in default of any terms of this Lease, Lessee shall have the right, at its own expense, to audit Lessor's books relevant to the additional rent payable under this Section. With respect to such audit, Lessee 1) may review Lessor's books during office hours, 2) must perform such audit at the location of Lessor's books, 3) must request such audit within six (6) months of receipt of its annual reconciliation of Operating Expenses, 4) must deliver to Lessor a copy of the results of such audit, 5) may not audit the same calendar year more than one time. If, as a result of such audit, it is determined that the Operating Expenses have been overstated by 3% or more, Lessor shall be required to reimburse Lessee for the costs of such audit. Assignees of Lessee may only audit periods for which they occupy the Leased Premises and subtenants of Lessee shall have no audit rights. Lessee agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant shall also Xxxxxx agrees to pay as additional rent rental Tenant's pro rata share ’s “Pro Rata Share” of the operating expenses increase in the Operating Expenses incurred by Landlord during any calendar year during the Term of this Lease over the same Operating Expenses incurred by Landlord for during the BuildingBase Year 2019. For purposes hereof, Tenant’s Pro Rata Share shall mean 11% (which is calculated by dividing the rentable square footage of the Leased Premises by the rentable square footage of the Building (5,119/46,277 = 11.06%). Landlord may invoice Tenant monthly for Tenant's pro rata share represents and warrants that the total “Pro Rata Shares” of all tenants of the estimated operating expenses for each calendar yearBuilding does not exceed 100%. For purposes of this calculation, which amount “Base Year 2019” means those Operating Expenses incurred between January 1, 2019 and December 31, 2019, except real estate taxes and special assessments shall mean those incurred in tax year 2018. Increases in Operating Expenses shall be adjusted capped at 3% annually, non-cumulative; provided however, increases in Uncontrollable Operating Expenses (collectively, taxes, insurance, special assessments from time-to-time by governmental authorities, utility costs and snow removal charges) shall be charged in full and not capped. Landlord based upon reasonably anticipated operating expense. Within may, within six (6) months following the close of each any calendar yearyear for which additional rental is due under this paragraph, Landlord invoice Tenant for Tenant’s Pro Rata Share of any such increases to the Operating Expenses. The invoice shall provide Tenant an accounting showing include in reasonable detail the all computations of the additional rent due under this Section. In rental (for both the event applicable calendar year and the accounting shows that the total Base Year 2019), and Xxxxxx agrees to make payment of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit rental to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section Landlord within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent dueand computations. Following development and construction of a second building on In the propertyyear in which this Lease terminates, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal in lieu of waiting until the close of the calendar year in order to a percentage determine Operating Expenses, has the option to invoice Tenant for Tenant’s Pro Rata Share of the Operating Expenses based upon a fraction, the numerator of which is the total area previous year’s Operating Expenses and then bill or refund Tenant for any difference after close of the Premises as set forth calendar year in Article 1 the manner described above; Landlord shall invoice Tenant under this option within thirty (30) days prior to the termination of this Lease. Landlord may at any time during the Term of this Lease increase the Monthly Rent to an amount which reflects Xxxxxx’s Pro Rata Share of the Operating Expenses based upon the previous year’s excess Operating Expenses after giving Tenant thirty (30) days’ written notice. The Monthly Rent and any additional rental for Tenant’s Pro Rata Share of the denominator excess Operating Expenses, and all other amounts owed from Tenant to Landlord under the terms of which shall be the net rentable area of both the Tenant's Building and the second buildingthis Lease, are collectively referred to in this Lease as the same may change from time to time“Rent.”

Operating Expenses. If Landlord's Operating Expenses per net rentable square foot for the Property, in any calendar year during the term of this Lease exceed the Operating Expense Base, Tenant shall also agrees to pay as additional rent Tenant's pro rata share of such excess operating expense. As used herein, the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for term "Tenant's pro rata share of such excess Operating Expenses" means the estimated operating expenses amount by which Landlord's Operating Expenses per net rentable square foot exceed the Operating Expense Base, multiplied by the net rentable square feet comprising for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated exceeded operating expenseexpenses. Within six one-hundred twenty (6120) months days following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event If the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any event If the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Landlord, within one (1) year following the termination date, shall have the option to invoice Tenant for Tenant's share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant shall have the right, at its own expense and within reasonable time, to audit during Landlord's regular business hours Landlord's books relevant to the additional rent payable under this Section. Notwithstanding anything to the contrary contained in this Lease, if the Building is not fully occupied during any calendar year, Tenant's additional rent under this Section and the operating expenses shall be determined as if the Building had been fully occupied during such year. Tenant agrees to pay any additional rent due under this Section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject Calendar year 2001 to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area base for calculation of both the Tenant's Building and the second building, as the same may change from time to timepass through of operating expenses.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of If the operating expenses of Landlord Operating Expenses for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each any calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If year during this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to term (including the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of this Lease expires or is otherwise terminated), commencing with the calendar year 1996, have increased over the Operating Expenses for the calendar year 1995 (the "Base Year"), then within fifteen (15) days after Landlord furnishes Tenant with an Escalation Statement relating to such calendar year Tenant shall, in the case of an increase, pay to Landlord as additional rent for such calendar year an amount equal to the product obtained by multiplying such increase by Tenant's Share. Landlord may, at or after the start of any calendar year, subsequent to the calendar year 1995, notify Tenant of the amount which Landlord estimates will be Tenant's monthly share of any such increase in Operating Expenses for such calendar year over the Base Year and the amount thereof shall be added to the monthly fixed rent payments required to be made by Tenant in such year. If Tenant's Share of any such increase in rent payable hereunder as shown on the Escalation Statement is greater or less than the total amounts actually billed to and including paid by Tenant during the year covered by such termination date bears statement, then within thirty (30) days thereafter, Tenant shall pay in cash any sums owed Landlord or, if applicable, Tenant shall receive a credit against any rental next accruing for any sum owed Tenant. Notwithstanding anything to 365. Tenant agrees the contrary in this Section 3.2 of the Lease, if, in any calendar year following the Base Year (a "Subsequent Year"), a new item of expense (e.g. earthquake insurance, concierge), is included in Operating Expenses which was not included in the Base Year Operating Expenses, then the cost of such new item shall be added to pay any the Base Year Operating Expenses for purposes of determining the additional rent due under payable pursuant to this Section within ten (10) days following receipt 3.2 for such Subsequent Year. The same amount shall continue to be included in Base Year Operating Expenses for each Subsequent Year thereafter such that the additional charges for such Subsequent Year shall include the increase in the cost of such new item over the invoice or accounting showing first Subsequent Year in which it appeared as an Operating Expense provided, however, that if in any Subsequent Year thereafter such new item is not included in Operating Expenses, no such addition shall be made to Base Year Operating Expenses. Conversely, if, in any Subsequent Year, an item of expense as determined by Landlord in its sole discretion is no longer included in Operating Expenses that was included the Base Year Operating Expenses, then the cost of such item shall be deleted from the Base Year Operating Expenses for purposes of determining the additional rent duepayable pursuant to this Section 3.2 for such Subsequent Year. Following development and construction of a second building on The same amount shall continue to be deleted from the propertyBase Year Operating Expenses for each Subsequent Year thereafter that the item is not included provided, as described however, that if such item is again included in Subsection 1.4 aboveany Subsequent Year, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, then the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which item shall be added back to the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBase Year Operating Expenses.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of $1997 Base Year Operating Expenses, including taxes and insurance per square foot, taxes, and insurance. Lessee agrees to pay as additional rent Tenantlessee's pro rata share of the such excess operating expenses expenses. Lessee occupies 17,920 square feet of Landlord for the Buildingspace in a project totaling 140,762 square feet (12.73%). Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. If Landlord's Operating Expenses per net rentable square foot for the Property, in any calendar year during the Term of this Lease exceed the Operating Expense Base, Tenant shall also agrees to pay as additional rent Tenant's pro rata share of such excess operating expenses. As used herein, the operating expenses term "Tenant's share of Landlord for such excess Operating Expenses" means the Buildingamount by which Landlord's Operating Expenses per net rentable square foot exceed the Operating Expense Base, multiplied by the net rentable square feet comprising the Leased Premises. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six one hundred twenty (6120) months days following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event If the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any event If the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which the Lease terminates, Landlord, within one (1) year following the termination date, shall have the option to invoice Tenant for Tenant's share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant agrees shall have the right, at its own expense and within a reasonable time, to pay any audit during Landlord's regular business hours Landlord's books relevant to the additional rent due payable under this Section. Notwithstanding anything to the contrary contained in this Lease, if the Building is not fully occupied during any calendar year, Tenant's additional rent under this Section within ten thirty (1030) days following receipt of the invoice Invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. Tenant Lessee shall also pay as additional rent TenantLessee's pro rata share of the operating expenses of Landlord Lessor for the Buildingbuilding and/or project of which the leased premises are a part. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six nine (69) months following the close of each calendar year, Landlord Lessor shall provide Tenant an Lessee and accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in the Lease, during the year in which this Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing the additional rent due. Following development The current estimate of Lessee's share of operating expenses is Two and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area 95/100 Dollars ($2.95) per square foot of the Leased Premises as set forth in Article 1 and the denominator of which shall be paid in addition to and along with base rent. Lessee's prorated share of the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeprojects operating expenses shall be 6.31%.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are in part shall, in any calendar year during the term of this Lease, exceed the sum of $*1.30 per square foot, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord may Lessor nay invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based each year band upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Section, section the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property*OR BASE YEAR 1996, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.WHICHEVER IS HIGHER

Operating Expenses. Tenant All Operating Expenses shall also pay be prorated between the Seller and the Purchaser as additional rent Tenant's pro rata share of the operating expenses Proration Date on an accrual basis, based on the actual number of Landlord days in the month during which the Proration Date occurs. The Seller shall be responsible for all Operating Expenses attributable to the Buildingperiod before the Proration Date and the Purchaser shall be responsible for all Operating Expenses attributable to the period on and after the Proration Date. Landlord may invoice Tenant monthly for Tenant's pro rata share To the extent commercially reasonable and practicable, the Seller and the Purchaser shall obtain xxxxxxxx and meter readings as of the estimated operating expenses Business Day preceding the Proration Date to aid in the proration of charges for each calendar yeargas, electricity and other utility services which amount are not the direct responsibility of Tenants. If xxxxxxxx or meter readings as of the Business Day preceding the Proration Date are obtained, adjustments of any costs, expenses, charges or fees shown thereon shall be made in accordance with such xxxxxxxx or meter readings. If xxxxxxxx or meter readings as of the Business Day preceding the Proration Date are not available for any utility service, the charges therefor shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following at the close Closing on the basis of each calendar year, Landlord the per diem charges for the most recent prior period for which bills were issued and shall provide Tenant an accounting showing in reasonable detail be further adjusted at the computations Final Closing Adjustment on the basis of additional rent due under this Sectionthe actual bills for the current period. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable addition to the year in which prorations between the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to Seller and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises Purchaser for Operating Expenses as set forth in Article 1 and this Section, Tenant's Expense Increase Share (as defined in 50 Purchaser's Lease) for the denominator of Adjustment Year (as defined in Purchaser's Lease) in which the Closing occurs shall be reconciled in accordance with the net rentable area terms of both the Purchaser's Lease as if the Proration Date were the date of expiration of the term of Purchaser's Lease. If Seller pays any amounts for the Calendar Year of Proration for which Purchaser has paid Tenant's Building Expense Increase Share and any portion of such amount is refunded to Seller then Purchaser shall be entitled to a refund of Tenant's Expense Increase Share in an amount equal to Purchaser's share of such refund (net of expenses incurred to obtain the second building, as the same may change from time to timerefund).

Operating Expenses. Tenant Lessee shall also pay as additional rent TenantLessee's pro rata share of the operating expenses of Landlord Lessor for the Buildingbuilding and/or project of which the leased premises are a part, except that Lessee's pro rata share for Controllable Expenses shall be limited to an increase of no more than six percent (6%) from the previous calendar year. Landlord Controllable Expenses shall mean those expenses for which the Lessor contracts for services at a negotiated price or rate for services (including professional property management fees). Non-Controllable Expenses shall include all other expenses. Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six nine (69) months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which this Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development The current estimate of Lessee's share of operating expenses is Two and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area 60/100 Dollars ($2.60) per square foot of the Premises as set forth in Article 1 and the denominator of leased premises which shall be paid in addition to and along with base rent. Lessee's prorated share of the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeprojects operating expenses shall be 15.20%.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the Building and/or project of which the Leased Premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of BASE YEAR 1998, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten thirty (1030) days following receipt of the invoice or accounting showing additional rent due. Following development and construction If the additional rent due exceeds $4,500.00, Lessee may pay such amount in two equal payments with the first such payment being due within thirty (30) days after receipt of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building invoice and the second building, as the same may change from time to timepayment due thirty (30) days thereafter.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, shall be equal to a percentage based upon a fraction, the numerator of which is the total net rentable area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second buildingBuilding, as the same may change from time to time.

Operating Expenses. (a) Tenant shall also agrees to pay as additional rent (over and above the bass rental) Tenant's pro rata proportionate share of operating expenses, prorated with respect to partial calendar years in which the lease is in effect. Operating cost per net rentable square foot shall be determined by dividing the operating costs of the Building for the year in question by the total net rentable area within the Building. Tenant's proportionate share of the excess operating expenses shall be equal to the net rentable area (in square feet) of the Leased Premises multiplied by the operating cost per net rentable square foot as determined in the manner described above. Landlord xxxx use its best efforts to invoice Tenant for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six within ninety (690) months following days after the close end of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to this additional rental is due and including such termination date bears to 365. Tenant agrees to pay any make payment of the additional rent due under this Section rental to Landlord, within ten thirty (1030) days following receipt of the invoice billing. Landlord may, at its option, prior to the commencement of any calendar year, or accounting showing during any calendar year, estimate the amount of the operating expenses for the forthcoming year or for the current year. Landlord shall compute Tenants proportionate share of such estimated operating expenses and one-twelfth (l/12) of Tenants proportionate share (as so estimated) shall be paid by Tenant each month as additional rent duerent. Following development Landlord shall use its best effort to compute the actual operating expenses for the year in question within ninety (90) days of the conclusion of such year, and construction of a second building on if the property, as described in Subsection 1.4 above, expenses for the estimated payments collected from Tenant during the year are insufficient to cover Tenant's pro rata proportionate share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and actual operating expenses for the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.calendar year in

Operating Expenses. In the event Landlord's Operating Expenses as that term is defined in Section 2.3 herein, for the building and/or project of which the Premises are a part shall, in any calendar year during the Term, exceed the sum of $ per square foot (the "Expense Stop"), Tenant shall also agrees to pay as additional rent Additional Rent, Tenant's pro rata rate share of the operating expenses of Landlord for the Buildingsuch excess Operating Expenses. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseOperating Expenses. Within six (6) nine months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent Additional Rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent Additional Rent due by Tenant under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent Additional Rent due by Tenant under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rentAdditional Rent. Notwithstanding any other provision in this Agreement, during the year in which the Agreement terminates, Landlord, prior to the Expiration Date, shall have the option to invoice Tenant for Tenant's pro rata share of the excess Operating Expenses based upon the previous year's Operating Expenses. If this Lease Agreement shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the such termination shall occur shall be prorated on to the ratio that the number of days from the commencement of the calendar year to and including such termination date the Expiration Date bears to 365. In the event Tenant agrees wishes to pay dispute any additional rent due under this Section annual accounting of Operating Expenses rendered by Landlord, Tenant shall, within ten thirty (1030) days after Landlord's delivery of such accounting, notifying Landlord that Tenant wishes to have performed an audit of Landlord's books relevant to the accounting by any one of the major national accounting firms, or by any other public accounting firm of reasonably comparable quality and stature, and Tenant shall deliver a written copy of such audit to Landlord within thirty (30) days following receipt such notification. If Tenant fails to elect to audit Landlord's books within said thirty (30) days following such notification, Tenant shall conclusively be deemed to have accepted the accuracy of the invoice or accounting showing additional rent duedelivered and in such event Tenant shall be deemed to have waived any right thereafter to question the accuracy of such accounting. Following development If Tenant chooses to perform an audit and construction Landlord does not dispute the results of a second building such audit, the results of such audit shall be binding on the property, as described in Subsection 1.4 above, Landlord and Tenant. If Landlord disputes Tenant's pro rata share set forth in Section 1.9 shall, subject audit and the parties are unable to reasonable adjustment by Landlord, be equal to a percentage based upon a fractionresolve the dispute, the numerator of parties shall select an independent third party accountant to select which is the total area of the Premises as set forth in Article 1 two determinations of Operating Expenses is most nearly correct and if the denominator of which parties are unable to agree on such third party accountant, the third party accountant shall be selected by the net rentable area American Arbitration Association from a list of both the Tenant's Building and the second building, as the same may change from time to time3 candidates submitted by each party.

Operating Expenses. If Landlord's Operating Expenses for the Property divided by the total number of square feet in the Building ("Landiord's Operating Expenses per square foot"), in any calendar year during the term of this Lease, exceed the Operating Expense Base, Tenant shall also agrees to pay as additional rent Additional Rent Tenant's pro rata share of such excess Operating Expenses. As used herein, the operating expenses term "Tenant's share of Landlord for such excess Operating Expenses" means (a) the Buildingamount by which Landlord's Operating Expenses per square foot exceed the Operating Expense Base, multiplied by (b) the square feet comprising the Leased Premises. Notwithstanding any contrary provision, if the Building is not fully occupied during any calendar year, Operating Expenses and Tenant's Additional Rent based thereon shall be determined as if the Building had been 95% occupied during such year. Landlord may invoice may, by so notifying Tenant, require Tenant to pay monthly for Tenant's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseOperating Expenses. Within six (6) months following Following the close of each calendar year, Landlord shall provide Tenant an accounting itemized statement showing in reasonable detail the all computations of additional rent Additional Rent due under this SectionArticle. In If the event the accounting itemized statement shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent Additional Rent due by Tenant under this SectionArticle, the accounting itemized statement shall be accompanied by evidence of a credit to Tenant's account. In any event If the accounting itemized statement shows that the total of the monthly payments made by Tenant is less than the amount of additional rent Additional Rent due by Tenant under this SectionArticle, Tenant shall pay to Landlord with next rental payment the accounting amount shown on the itemized statement as owing to Landlord. Notwithstanding any other provisions in this Lease, Landlord shall have the right, which can be accompanied by an exercised at any time within sixteen months after the termination date, to invoice Tenant, with respect to the year in which the Lease terminates, for Tenant's share of the additional rentexcess Operating Expenses over the Operating Expense Base. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent Additional Rent payable by Tenant applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant agrees to pay any additional rent Additional Rent due under this Section within ten (10) days Article with the next rental payment following receipt of the invoice or accounting itemized statement showing additional rent Additional Rent due. Following development and construction In no event shall the Base Rent or other sums due under this Lease ever be reduced due to the operation of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in this Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time2.

Operating Expenses. Tenant Landlord shall also pay as additional rent determine or estimate th Operating Expenses for the calendar year in which the Occupancy Date occurs. Beginni of the amount estimated by Landlord to be Tenant's pro rata share Percentage Share of Operating Expe Landlord, as Additional Rent, on the operating expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close first day of each calendar year, Landlord shall provide month remaining in th estimate such increases to Tenant's Percentage Share of Operating Expenses as of the Tenant an accounting showing in reasonable detail the computations to pay one-twelfth (1/12) of additional rent due under this Sectionsuch estimated amount as Additional Rent hereunde month. In the event that during the accounting shows course of any calendar year Operating Expenses have i the amount of Operating Expenses estimated by Landlord at the commencement of that the total ca amount of the monthly estimated payments made to be paid by Tenant exceeds in order to take into a from Landlord of any such increase, Tenant shall pay the full amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence recalcula remainder of a credit to Tenant's accountthe subject calendar year. In making the aforesaid recalculation, Landl Landlord for any event the accounting shows increased Operating Expenses applicable to that the total portion of the monthly payments made by subje of Landlord's notice. Not later than ninety (90) days following any calendar year (including the year fo terminates), Landlord shall furnish Tenant is less than with a true and correct accounting of the amount of additional rent due by Tenant under this Section, in the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a preceding calendar year, and within thirty (30) days of Landlord's delivery of the amount of any additional rent payable underpayment by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shallPercentage Share of Operating Ex by Landlord to give such accounting shall not constitute a waiver by Landlord of its Operating Expenses or any underpayment by Tenant thereof. Landlord shall credit the next estimated installment(s) of Tenant's Percentage Share of Operating Expenses or, subject to reasonable adjustment by Landlord, be equal terminated (other than due to a percentage based default by Tenant), shall refund the amount of overpa obligation upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change Tenant to demand such refund from time to timeLandlord.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses Operating Expenses of Landlord for the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseOperating Expenses. Within six one hundred twenty (6120) months days following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provisions in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the Operating Expenses based upon the previous year's Operating Expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 1.7 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the sum of 1997 BASE YEAR per square foot, Lessee agrees to pay as additional rent TenantLessee's pro rata share of such excess operating expenses. However, notwithstanding any provision to the contrary in this Lease, Lessee's prorata share of such operating expenses other than taxes, insurance and utilities shall not increase by more than seven percent (7%) per year over the base year during the term of Landlord for the BuildingLease or any renewal thereof. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expense. Within six (6) three months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting show that the total of the monthly payments made by Lessee exceeds the amount of additional rent due by Lessee under this section, the accounting shall be accompanied by a refund. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such their termination date bears to 365. Tenant Lessee shall have the right at its own expense and during normal business hours, to audit and photocopy Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. In the event Landlord's Operating Expenses ------------------ shall, in any calendar year during the Term, exceed the sum of the actual operating costs for the base year 1992 (the "Expense Stop"), Tenant shall also agrees to pay as additional rent Additional Rent Tenant's pro rata share of such excess Operating Expenses. Tenant's pro rata share of excess Operating Expenses shall be 4.061%, said percentage determined by dividing the operating expenses total square footage of Landlord for the Premises by the total square footage of the Building. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses excess Operating Expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexcess Operating Expenses. Within six (6) months following the close of each calendar year, Landlord shall use reasonable efforts to provide Tenant an accounting showing in reasonable detail the all computations of additional rent Additional Rent due under this Sectionsection within one hundred twenty (120) days of the close of each calendar year; provided, however, Landlord's failure to so provide an accounting within one hundred twenty (120) days shall in no way bar Landlord from providing Tenant any such accounting at a later date, nor limit Tenant's liability for its pro rata share of excess Operating Expenses. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent Additional Rent due by Tenant under this Sectionsection, Landlord shall credit any such amount against the accounting shall be accompanied by evidence of a credit to Tenant's accountBase Rent payment next coming due. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent Additional Rent due by Tenant under this Sectionsection, the accounting shall be accompanied by an invoice for the additional rentAdditional Rent. Notwithstanding any other provision in this Agreement, during the year in which the Agreement terminates, Landlord, prior to the Expiration Date, shall have the option to invoice Tenant for Tenant's pro rata share of the excess Operating Expenses based upon the previous year's Operating Expenses. If this Lease Agreement commences on a day other than the first day of a calendar year, the amount of any such excess Operating Expenses payable by Tenant applicable to the year in which the Terms commences shall be prorated on the ratio that the number of days from the Commencement Date to the end of the calendar year bears to 365. If this Agreement shall terminate on a day other than the last day of a calendar year, the amount of any additional rent such excess Operating Expenses payable by Tenant applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date the Expiration Date bears to 365. Tenant agrees to pay any additional rent an Additional Rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent Additional Rent due. Following development and construction The provisions of a second building on this Agreement concerning the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, payment of Additional Rent shall survive the numerator expiration of which is the total area earlier termination of the Premises as set forth Term. Notwithstanding anything to the contrary contained herein, in Article 1 and the denominator of which event the Building is not at least ninety-five percent (95%) occupied at all times during any calendar year, appropriate adjustments shall be made by Landlord so as to determine excess Operating Expenses as though the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timehad been ninety-five percent (95%) occupied at all times in such calendar year.

Operating Expenses. Tenant shall also pay as additional rent Tenant's pro rata share of the operating expenses of Landlord for the BuildingBuilding and/or project of which the Premises are a part. Landlord may invoice Tenant monthly for Tenant's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expenseexpenses. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the all computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any the event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which this Lease terminates, Landlord, prior to the termination date, shall have the option to invoice Tenant for Tenant's pro rata share of the operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, 1.8 shall be equal to a percentage based upon a fraction, fraction the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBuilding.

Operating Expenses. Tenant Lessee shall also pay as additional rent TenantLessee's pro rata share of the operating expenses of Landlord Lessor for the Buildingbuilding and/or project of which the leased premises are a part. Landlord Lessor may invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Lessor may invoice Lessee monthly for Lessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted each year based upon anticipated operating expenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates. Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) [Interlineated text] thirty days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time.

Operating Expenses. 4.2.1 In addition to the Basic Monthly Rent and commencing on the earlier of Tenant's occupancy or the Commencement Date, Tenant shall also pay as additional rent to Landlord monthly tenant's Pro Rata Share of Operating Expenses of the Property. Periodically Landlord shall submit to Tenant a statement of the anticipated monthly amount of Tenant's pro rata share Pro Rata Share of Operating Expenses, and tenant shall pay the operating expenses same and all subsequent monthly payments concurrently with the payment of Basic Monthly Rent or if no Basic Monthly Rent is due and payable on or before the first day of each month, in advance without adjustment or offset. Tenant shall continue to make said monthly payments until notified by Landlord of a change thereof. In the event that a Lender requires Landlord to make monthly or periodic deposits to an account for the Buildingpayment of Insurance Premiums or Taxes, the amount of such required deposits to an account for the payment of Insurance rather than being due on the date when such Taxes or Insurance Premiums are paid. Each year when available, Landlord may invoice shall give Tenant monthly a statement showing the total Operating Expenses and other charges, if any, for the Property actually incurred for the prior calendar year and Tenant's pro rata share Pro Rata Share thereof. In the event that the term of this Lease does not begin or end coincident with the estimated operating expenses for each calendar year, which amount the statement for such year shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Sectionprorated appropriately. In the event the accounting shows that the total of the monthly payments which Tenant has made by Tenant exceeds for the amount of additional rent due by Tenant under this Section, the accounting prior calendar year shall be accompanied by evidence of a credit to less than Tenant's accountactual Pro Rata Share of Operating Expenses, then Tenant shall pay the difference in a lump sum within thirty (30) days after receipt of such statement from Landlord when the final determination is made of Tenant's Pro Rata Share of Operating Expenses, even though the Term may have expired or been terminated. Any overpayment made shall be refunded to Tenant or, at Landlord's option, credited towards the next Basic Monthly Rent payments coming due. In any event the accounting shows that the total case of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant applicable to the year in which the termination shall occur shall Lease expires or terminates any overpayment will be prorated on refunded. In the ratio that the number event of days from the commencement any adjustment by Landlord of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt estimated amount of the invoice or accounting showing additional rent due. Following development and construction of a second building on Operating Expenses, Tenant shall immediately commence paying the property, as described in Subsection 1.4 above, Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeadjusted estimated amount.

Operating Expenses. Tenant shall also In the event Lessor's operating expenses for the building and/or project of which the leased premises are a part shall, in any calendar year during the term of this Lease, exceed the actual operating expenses per sq. ft. for the calendar year 1994, Lessee agrees to pay as additional rent TenantLessee's pro rata share of the such excess operating expenses of Landlord for the Buildingexpenses. Landlord may Lessor shall invoice Tenant Lessee monthly for TenantLessee's pro rata share of the estimated operating expenses for each calendar year, which amount shall be adjusted from time-to-time by Landlord each year based upon reasonably anticipated operating expenseexpenses. Within six (6) nine months following the close of each calendar year, Landlord Lessor shall provide Tenant Lessee an accounting showing in reasonable detail the all computations of additional rent due under this Sectionsection. In the event the accounting shows that the total of the monthly payments made by Tenant Lessee exceeds the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting shall be accompanied by evidence of a credit to Tenant's accountrefund. In any the event the accounting shows that the total of the monthly payments made by Tenant Lessee is less than the amount of additional rent due by Tenant Lessee under this Sectionsection, the accounting account shall be accompanied by an invoice for the additional rent. Notwithstanding any other provision in this Lease, during the year in which the Lease terminates, Lessor, prior to the termination date, shall have the option to invoice Lessee for Lessee's pro rata share of the excess operating expenses based upon the previous year's operating expenses. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent payable by Tenant Lessee applicable to the year in which the such termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such the termination date bears to 365. Tenant Lessee shall have the right, at its own expense and within a reasonable time, to audit Lessor's books relevant to the additional rent payable under this section. Lessee agrees to pay any additional rent due under this Section section within ten (10) days following receipt of the invoice or accounting showing additional rent due. Following development and construction of a second building on the property, as described in Subsection 1.4 above, TenantLessee's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area of the Premises as set forth in Article 1 and the denominator of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to time36.527%.

Operating Expenses. In addition to Base Rent payable under paragraph 3.1 above, Tenant shall also agrees to pay as additional rent Tenant's pro Additional Rent its pro-rata share of the operating expenses "Operating Expenses" (hereinafter defined) for the Building and, to the extent applicable, to the Property. The pro-rata share of Landlord Operating Expenses ("Share") to be paid by Tenant shall be 11.55% (198,144 divided by 1,715,000) of the Operating Expenses. Tenant's Share of Operating Expenses shall include no less than $.40 per square foot per year (which amount consists of $.23 per square foot for Real Property Taxes [as herein defined], $.07 per square foot for insurance and $.10 per square foot for common area maintenance charges) and an additional amount for Tenant's use of the telephone system in the Building. Landlord may invoice shall deliver monthly invoices to Tenant monthly for Tenant's pro rata share Share of the estimated operating expenses for each calendar yearOperating Expenses, which amount and such invoices shall be adjusted from time-to-time by Landlord based upon reasonably anticipated operating expense. Within six (6) months following the close of each calendar year, Landlord shall provide Tenant an accounting showing in reasonable detail the computations of additional rent due under this Section. In the event the accounting shows that the total of the monthly payments made by Tenant exceeds the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by evidence of a credit to Tenant's account. In any event the accounting shows that the total of the monthly payments made by Tenant is less than the amount of additional rent due by Tenant under this Section, the accounting shall be accompanied by an invoice for the additional rent. If this Lease shall terminate on a day other than the last day of a calendar year, the amount of any additional rent and payable by Tenant applicable to the year in which the termination shall occur shall be prorated on the ratio that the number of days from the commencement of the calendar year to and including such termination date bears to 365. Tenant agrees to pay any additional rent due under this Section within ten (10) days following receipt of receipt. From time to time during the Term, Landlord shall send a statement of Operating Expenses to Tenant for any portion of the Term that has expired providing in reasonable detail a statement of all Operating Expenses incurred in the operation of the Property along with the amount representing Tenant's Share thereof. Tenant shall be given a credit against its Share of future Operating Expenses payable for any overpayment of Operating Expense that have been paid up to the time of said statement. If Tenant has underpaid, then the balance due shall be paid to Landlord by Tenant within thirty (30) days of the date of said statement unless the statement is rendered at the end of the Term in which case any overage due the Landlord will be paid by check at the time the Leased Premises are delivered to Landlord by Tenant. Concurrent with the invoice or accounting showing described above, Landlord shall also provide an estimate of the Operating Expenses and a statement of the estimated monthly Operating Expense payable by Tenant as additional rent dueunder the terms of this Lease. Following development and construction Tenant's liability for its Share of a second building Operating Expenses shall commence on the property, as described in Subsection 1.4 above, date of Tenant's pro rata share set forth in Section 1.9 shall, subject to reasonable adjustment by Landlord, be equal to a percentage based upon a fraction, the numerator of which is the total area actual occupancy of the Premises as set forth in Article 1 and Leased Premises, without regard to the denominator date the payment of which shall be the net rentable area of both the Tenant's Building and the second building, as the same may change from time to timeBase Rent commences.