Common use of Rent Payments Clause in Contracts

Rent Payments. (a) Subtenant’s Rent and all other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder shall be due and payable without billing or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, in lawful money of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord may designate in writing, and shall be due and payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlord.

Rent Payments. (a) Subtenant’s Rent and all other charges4.1. For each Lease, expenses or other sums Subtenant is required Lessee agrees to pay to Sublandlord hereunder shall be due Lessor the rent payments (“Rent Payments”) in the amounts and on the dates set forth in the Schedule A-1 attached to the Schedule (a “Payment Schedule”). A portion of each Rent Payment is paid as and represents the payment of interest as set forth in the applicable Payment Schedule. Rent Payments under each Lease are payable out of the general and other funds of Lessee that are legally available therefor (“Legally Available Funds”) in U.S. dollars, without billing notice or demand, and without deduction, set-off at the office of Lessor identified below (or counterclaim, except as otherwise provided herein, in lawful money of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord Lessor may designate from time to time in writing). 4.2. EXCEPT AS SPECIFICALLY PROVIDED IN SECTION 6 HEREOF, LESSEE’S OBLIGATION TO PAY RENT PAYMENTS UNDER EACH LEASE SHALL BE ABSOLUTE AND UNCONDITIONAL IN ALL EVENTS AND SHALL NOT BE SUBJECT TO ANY SETOFF, DEFENSE, COUNTERCLAIM, ABATEMENT OR RECOUPMENT FOR ANY REASON WHATSOEVER, INCLUDING (WITHOUT LIMITATION) BY REASON OF EQUIPMENT FAILURE, DISPUTES WITH THE VENDOR(S) OR MANUFACTURER(S) OF THE EQUIPMENT OR LESSOR, ACCIDENT OR ANY UNFORESEEN CIRCUMSTANCES. 4.3. Lessor and Lessee understand and intend that the obligation of Lessee to pay Rent Payments under each Lease shall constitute a current expense of Lessee and shall not in any way be construed to be a debt of Lessee in contravention of any applicable constitutional or statutory limitations or requirements concerning the creation of indebtedness by Lessee, nor shall anything contained in any Lease constitute a pledge of the full faith and credit or taxing power of Lessee. 4.4. If Lessor receives any Rent Payment from Lessee after its due and payable by Subtenant to Sublandlord date, Lessee shall pay Lessor on or before the date specified in this Subleasedemand from Legally Available Funds as a late charge five percent (5%) of such overdue amount, provided that if no date is specified as limited, however, to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same maximum amount allowed by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18law. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlord.

Rent Payments. (a) Subtenant’s Tenant hereby covenants and agrees to pay, as rent, the Base Rent and Estimated Additional Rent and all other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder of money as shall be become due from and payable without billing or demandby Tenant to Landlord under this Lease inclusive of the exhibits hereto (collectively, and without deduction, set-off or counterclaim, except as otherwise provided herein, “Rent”) in lawful money of the United States of America, to Landlord at SublandlordLandlord’s address for notices in Paragraph 15 hereof as provided herein (or to such other person persons or at such other place address(es) as Sublandlord may designate be designated by Landlord in writing, and shall be due and payable by Subtenant writing from time to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18time). (b) If the Sublease Term term of this Lease as described above commences on a day other than the first day of a calendar month or ends terminates on a day other than the last day of a calendar month, then Subtenant’s the installments of Rent for such month or months shall be prorated and the first and last fractional months installment or installments so prorated shall be paid in advance. The payment for such prorated month shall be calculated by multiplying the monthly installment by a fraction, the numerator of which shall be the number of days of the Sublease Term lease term occurring during said commencement or termination month, as the case may be, and the denominator of which shall be appropriately proratedthe total number of days occurring in said commencement or termination month. (c) Sublandlord may upon reasonable prior written notice (which notice Tenant shall include Master pay all Rent at the times and in the manner provided in this Lease, without demand, set-off or counterclaim. Tenant hereby acknowledges and agrees that except as expressly provided in Sections 3.3 and 6.3(a) of this Lease, Tenant’s covenants to pay Rent under this Lease are separate and independent from Landlord’s address covenant to provide services and Master Landlord’s acknowledgement other amenities hereunder. (d) In the event any Rent is not paid within five (5) days of the date when due, then Landlord and Tenant agree that Landlord will incur additional administrative expenses, the amount of which will be difficult, if not impossible to determine. Accordingly, in addition to the obligation to pay Rent, Tenant shall pay to Landlord a late charge for such late payment in the additional amount of three percent (3%) of the amount of such notice) instruct Subtenant to make any late payment of Subtenant’s Rent. The foregoing notwithstanding, tenant shall have one ten (10) day grace period per lease year for late payments without any penalty. (e) Excepting the grace period, all Rent directly shall bear interest from the date due until paid at a rate (the “Default Rate”) equal to Master Landlordthe lesser of (i) a floating annual rate equal to five percent (5%) above the Prime Rate reported in the Money Rates column or section of the most recent issue of The Wall Street Journal (“Prime Rate”), automatically adjusting with each change in the Prime Rate, and (ii) the maximum non-usurious rate of interest permitted by the Legal Requirements of the jurisdiction in which event Subtenant the Building is located. (f) Tenant shall timely make also pay, together with all such payments so instructed directly of Rent due hereunder, an amount equal to Master Landlord (with a copy of the check to be contemporaneously forwarded all sales, use, excise, rental and other taxes now or hereafter imposed by Subtenant to Sublandlord at the time of making of each such payment), any lawful authority on all amounts due or required under this Lease and in such event Sublandlord shall have no responsibility to Subtenant for the payment of classified as rent by any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlordauthority.

Rent Payments. (a) Subtenant’s Rent From and all other chargesafter the Commencement Date, expenses or other sums Subtenant is required to shall pay to Sublandlord hereunder as base rent for the Subleased Premises during the Term ("Base Rent") the following: * If the Commencement Date is a date other than the first (1st) day of a calendar month, then the "first" month following the Commencement Date shall be due and payable without billing or demandthe first full month after the month in which the Commencement Date occurs. For example, if the Commencement Date is January 15, 2007, for the purposes of this schedule, the first "month" following the Commencement Date will be February, 2007, and without deductionthus "months 1 - 12" in the above-referenced chart would expire as of January 31, set-off or counterclaim2008. Base Rent shall be paid on the first day of each month commencing as of the expiration of the Rent Abatement Period (defined in Section 3(b) below), except as otherwise provided hereinthat Subtenant shall pay the first month's Base Rent to Sublandlord upon execution of this Sublease and delivery of this Sublease to Sublandlord; said pre-paid Base Rent will be applied towards Base Rent first payable following the Rent Abatement Period. If the Term does not begin on the first day of a calendar month, the Base Rent and Additional Rent (hereinafter defined) for any partial month shall be prorated by multiplying the monthly Base Rent and Additional Rent by a fraction, the numerator of which is the number of days of the partial month included in the Term and the denominator of which is the total number of days in the full calendar month. All Rent (hereinafter defined) shall be payable in lawful money of the United States States, by regular bank check of AmericaSubtenant, to Sublandlord at Sublandlord’s address for notices in Paragraph 15 hereof the following address: 0000 Xxxxxx Xxxxxxxxx Xxxxxxx, XX 00000 Attn: Lease Administration or to such other person persons or at such other place places as Sublandlord may designate in writing, and shall be due and payable or by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as electronic transfer to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same account identified by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18Sublandlord. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlord.

Rent Payments. (a) Subtenant’s Rent and all other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder shall be due and payable without billing or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, in lawful money of the United States of America, at Sublandlord’s address for notices in Paragraph 15 17 hereof or to such other person or at such other place as Sublandlord may from time to time designate in writing, and shall be due and payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord (y) interest in accordance with the provisions of Paragraph 1820 and (z) a late charge in accordance with the provisions of Paragraph 7. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice from time to time (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlord.

Rent Payments. The Base Rent (aat the rates specified in Section 1.2 hereof) Subtenant’s Rent and all other charges, expenses the additional rent or other sums Subtenant is required charges payable pursuant to pay to Sublandlord hereunder this Lease (collectively the "Rent") shall be due and payable without billing by Tenant to Landlord at the Payment Address or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, in lawful money of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord Landlord may from time to time designate in writing, and shall be due and payable by Subtenant notice to Sublandlord on or before the date specified Tenant without any demand whatsoever except as otherwise specifically provided in this SubleaseLease and without any counterclaim, provided that if no date is specified as offset or deduction whatsoever, except to the applicable payment, then on or before (i) three (3) business days prior extent that Tenant would lose the right to the corresponding date provided assert such claim in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18an independent action. (ba) Commencing on the Rent Commencement Date (or, with respect to monthly installments of Tenant’s Proportionate Share of the increase in Taxes and Operating Expenses, commencing on the effective dates set forth in Sections 4.2 and 4.3, respectively), Base Rent and monthly installments of Tenant's Proportionate Share of the Taxes and Tenant's Proportionate Share of Operating Expenses shall be payable in advance on the first day of each and every calendar month during the term of this Lease. If the Sublease Term commences Rent Commencement Date falls on a day other than the first day of a calendar month, the first payment of Base Rent which Tenant shall make shall be made on the Rent Commencement Date and shall be equal to a proportionate part of such monthly Rent for the partial month or ends from the Rent Commencement Date to the first day of the succeeding calendar month, and the monthly Rent for such succeeding calendar month. As used in this Lease, the term “Lease Year” shall mean any twelve (12) month period commencing on a day other than the last Rent Commencement Date; provided, however, if the Rent Commencement Date does not fall on the first day of a calendar month, then Subtenant’s Rent for the term "lease year" shall mean any twelve month period commencing on the first and last fractional months day of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s month immediately following the Rent directly to Master LandlordCommencement Date, in which event Subtenant the first lease year shall timely make all such payments so instructed directly to Master Landlord (with a copy of also include the check to be contemporaneously forwarded by Subtenant to Sublandlord at partial month containing the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master LandlordCommencement Date.

Rent Payments. (a) Subtenant’s Rent and all other charges, expenses or other sums Subtenant is required Tenant agrees to pay Landlord each month, as base monthly rent, the Base Rent set forth in Paragraph 11 of the Basic Lease Information. Unless otherwise set forth in Exhibit H (Base Rent Abatement), if any Exhibit H is attached to Sublandlord hereunder this Lease, the first monthly installment of Base Rent shall be due and payable without billing on or demandbefore the date of execution of this Lease as stated in Paragraph 1 of the Basic Lease Information. Each subsequent monthly installment of Base Rent shall due and payable in advance on the first day of each calendar month during the Term, except that the first month's installment shall be paid on the execution of this Lease. If the Tenn commences or ends on a day other than the first day of a calendar month, then the Base Rent for the months in which this Lease commences or ends shall be prorated (and paid at the beginning of each of those months) in the proportion that the number of days this Lease is in effect during each of those months bears to the total number of days in that month, and this partial month's installment shall be paid no later than the commencement of the subject month. In addition to the Base Rent, Tenant agrees to pay as additional rent the amount of additional rent and rent adjustments and other charges required by this Lease (collectively, with the Base Rent, "Rent"). Unless otherwise established in this Lease, all Rent shall be paid to Landlord without deductionprior demand or notice from Landlord, set-off without any deduction or counterclaimoffset, except as otherwise provided herein, and in lawful money of the United States of America, at Sublandlord’s the address for notices in Paragraph 15 hereof of Landlord designated on the signature page of the Basic Lease Information or to such any other person or at such any other place as Sublandlord Landlord may designate in writingwriting on one or more occasions. To defray administrative and handling expenses, Tenant shall pay an additional charge of One Hundred and No/100 Dollars ($100.00) for each returned check. Except as othenvise provided in this Lease, if the area of the Premises is adjusted, then the Base Rent shall be due and payable by Subtenant to Sublandlord on or before recalculated using the date specified Base Rental Rate set forth in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment Paragraph 10 of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Basic Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18Information. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlord.

Rent Payments. (a) Subtenant’s Rent and all other charges, expenses or other sums Subtenant is required Tenant agrees to pay to Sublandlord hereunder shall be rent unto the Landlord during the term of this Lease in equal monthly installments of $ said installment for each month being due and payable without billing on or demandbefore the first day of the month, and without deductionthe first full rent payment under this Lease being due on the date the Tenant first occupies the leased property. Tenant agrees that if rent is not paid in full on or before the third day of the month (3 days after due date), set-off or counterclaimTenant will pay a late charge of 15% of what was owed as rent for that month, except as otherwise provided herein, allowed by applicable Michigan law. Any partial months of tenancy by the Tenants during the term of the Lease shall be at pro rated rental rate based on the total days of the month that Tenant occupies the leased property. Tenant agrees that rent shall be paid in lawful money of the United States of America, at Sublandlord’s address by ACH withdrawal per month from a single bank account maintained by Tenants for notices in Paragraph 15 hereof or the total aggregate rent due that month. Tenant agrees to such other person or at such other place as Sublandlord may designate in writing, and shall be due and payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master update Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) promptly if there is no corresponding date provided a change in ACH information required to withdrawal monthly rent. Tenant expressly authorizes Landlord to withdraw via ACH the monthly rental amount due and will assist Landlord with any information reasonably required to allow for such withdrawals. All notices from Tenant to Landlord under this Lease and applicable Michigan law shall be delivered to 0000 Xxxxx Xxxxxxx, Chicago, IL, 60622, with carbon copy of such notice to xxxxxxx@xxxxx.xxx. Tenant agrees that rent monies will not be considered paid until Landlord or Landlord’s agent receives the rent monies, either by mail or by delivery to the above address. Tenant placing rent monies in the Master Lease mail is not sufficient for payment rent to be considered paid, and rent will be considered unpaid until actual receipt thereof. If there are multiple Tenants signed to this Lease, all such Tenants are jointly, severally and individually bound by, and liable under, the terms and conditions of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenantthis Lease. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term A judgment entered against one Tenant shall be appropriately proratedno bar to an action against other Tenants. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlord.

Rent Payments. (a) Subtenant’s Rent If Landlord defaults in the performance of its obligations under the Mortgage, Tenant will recognize any assignment of rents Landlord made to Mortgagee and all other charges, expenses or other sums Subtenant is required to will pay to Sublandlord hereunder shall be Mortgagee as assignee all rents that become due and payable without billing or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, in lawful money under the terms of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord may designate in writing, and shall be due and payable by Subtenant to Sublandlord on or before Lease after the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before of Tenant’s receipt of (i) three a written demand from Mortgagee (3) business days prior to accompanied by a fully executed copy of this Agreement), indicating that Landlord is in default under the corresponding date provided in the Master Lease for payment terms of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or Mortgage; (ii) the Assignment Agreement or other legal documentation verifying the right of Mortgagee to receive rent and other payments under the Lease; and (iii) an IRS Form W-9 (Request for Taxpayer Identification Number and Certification) from Mortgagee. Landlord acknowledges that it has assigned the rents due under the Lease to Mortgagee and authorizes Tenant to accept Mortgagee’s direction and waives all claims against Tenant for any sums so paid at Mortgagee’s direction. Mortgagee acknowledges, however, that Tenant will be making payments of rent to Landlord by means of computer-generated checks or other electronic payment and that Tenant will require a period of time within which to re-program its accounts payable computer system to reflect Xxxxxx’s receipt of Mortgagee’s direction. Consequently, Tenant will have no liability to Mortgagee for any regularly scheduled installment of rent remitted to Landlord during the period that begins on the date of Xxxxxx’s receipt of Mortgagee’s direction and that ends thirty (30) days after that date. Landlord shall indemnify, defend and hold harmless Tenant, its agents, servants and employees, from and against any and all claims, actions, liabilities, damages and expenses (including reasonable attorneys’ fees and costs) arising out of or related to Tenant’s compliance with Mortgagee’s instructions pursuant to this paragraph 11, even if there is no corresponding date provided such instructions were given, and payments made, in the Master Lease for error. Tenant’s payment of the same by Sublandlord rents to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest Mortgagee in accordance with the provisions foregoing will continue until the first to occur of Paragraph 18.the following: (a) no further rent is due or payable under the terms of the Lease; or (b) If Mortgagee gives Tenant notice that Landlord has cured the Sublease Term commences on a day other than default that existed under the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first Mortgage and last fractional months instructs Tenant to make subsequent remittances of the Sublease Term shall be appropriately prorated.rent to Landlord; or (c) Sublandlord may upon reasonable prior written a transfer of the Property occurs and the purchaser and Mortgagee give Tenant notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant transfer, together with the legal documents giving evidence to make any payment of Subtenantsuch transfer, IRS Form W- 9, and other information required by Tenant to change its accounts payable system. The purchaser will automatically succeed to Xxxxxxxx’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy interest under the terms of the check Lease, after which time the rents and other benefits accruing in favor of Landlord under the terms of the Lease will be payable to be contemporaneously forwarded by Subtenant to Sublandlord at the time purchaser as the owner of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master LandlordPremises.

Rent Payments. (a) Subtenant’s Rent and all other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder The rent shall be due and payable without billing or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, paid by the Tenant in lawful money equal monthly installments of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord may designate in writing, $1,860.00 and shall be due and payable in advance of the FIRST day of each month. Tenant may not set off or deduct, for any reason, monies from rent owed. Rent shall be paid by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as Tenant to the applicable payment, then on Landlord at the following address: Tenant shall make all monthly rental payments in full. Payment or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for receipt of a rental payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) the amount stated in the lease shall be deemed to be nothing more than partial payment on that month's account. Under no circumstances shall Xxxxxxxx's acceptance of a partial payment constitute accord and satisfaction or (ii) if there a waiver of any balance of rent and additional due and owing by Xxxxxx. Nor will Landlord's acceptance of a partial payment forfeit Landlord's right to collect the balance due on the account, despite any endorsement, stipulation, or other statement on any check. The Landlord may accept any partial payment check with any conditional endorsement without prejudice to Landlord's right to recover the balance remaining, due, or to pursue any other remedy available under this lease. There is no corresponding date provided writing or oral agreement between the parties hereto creating any right or obligation other than as contained in this Lease and this Lease supersedes any and all previous negotiations, arrangements, brochures, or understandings, if any, between the Master parties hereto (or for whose benefit this Lease for payment has been entered into). This Lease is and shall be considered to be the only agreement relative to the Apartment between the parties hereto and their respective representatives and agents as of the date hereof. All negotiations and oral agreements relating to rights or obligations between the parties have been merged into and are included herein, and no modification of this Lease shall be effective unless the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment shall be in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder writing and be signed by the due date provided herein for such paymentparties hereto or, shall potentially subject Subtenant to as the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18case may be, their respective successors or assigns. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlord.

Rent Payments. (a) Subtenant’s The Base Rent (at the rates specified in Section 1.2 hereof), and all other chargesamounts, expenses or other sums Subtenant is required and charges payable to pay Landlord pursuant to Sublandlord hereunder this Lease (collectively the “Rent”), including amounts payable to Landlord by Tenant under the terms of Sections 4.2, 4.3 and Exhibit WORK LETTER (including, without limitation, amounts in connection with Tenant Requested Changes, Tenant Improvements, Tenant Improvements Change Orders, Landlord Change Estimate Notices, and Excess Tenant Improvements), shall be due and payable by Tenant to Landlord in good funds at the Rent Payment Address of Landlord or such other place and/or by such method as Landlord may from time to time designate by notice to Tenant, without billing or any demand, and without any counterclaim, offset or deduction, set-off or counterclaimof any kind, whatsoever, except as otherwise expressly provided herein. Except to the extent Landlord and Tenant shall otherwise mutually agree, in lawful money Rent due under this Lease shall be payable by check, or, at Tenant’s election, by wire transfer, of the immediately available United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or funds to such account as Landlord shall direct. All Rent, other person or at such other place than Base Rent, due to Landlord under this Lease from time to time is sometimes referred to herein as Sublandlord may designate in writing, and shall be due and payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18“additional rent.” (b) If Commencing on the Sublease Term commences Commencement Date and thereafter throughout the term of this Lease, Tenant shall pay Base Rent and the monthly installments of the Tax Payments and the monthly installments of the Operating Costs Payments in advance on a day other than the first day of a calendar month or ends on a day other than the last day of a each and every calendar month, then Subtenant’s Rent for the first . Additional rent and last fractional months of the Sublease Term other charges payable pursuant to this Lease shall be appropriately proratedpayable at the times and in the manner set forth in this Lease. (c) Sublandlord may The Base Rent and the monthly installments of the Tax Payments and the Operating Costs Payments for any partial month shall be paid by Tenant to Landlord at such rate on a pro rata basis. Any other charges payable by Tenant on a monthly basis, as hereinafter provided, shall likewise be prorated. (d) Tenant shall pay to Landlord, upon reasonable prior request, as additional rent, a late charge equal to three percent (3%) of the amount of any Rent not paid within three (3) Business Days of the date due hereunder provided that, with respect to the first late payment in any twelve (12) month period, no such late charge shall be due unless and until Landlord gives Tenant written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such noticelate payment and a period of five (5) instruct Subtenant Business Days elapses without such payment being made. Notwithstanding the foregoing to make any payment the contrary, the parties acknowledge and agree that the sole notice and grace periods for determining when a monetary Default occurs are set forth in Section 14.1, below. (e) Rent not paid on the date due shall bear interest at a rate (the “Lease Interest Rate”) equal to the lesser of Subtenant’s Rent directly (i) the so-called base rate of interest charged from time to Master Landlordtime by Bank of America (or its successor), plus five percent (5%) per annum, but in which no event Subtenant shall timely make all such payments so instructed directly to Master Landlord lower than ten percent (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment10%), and in (ii) the maximum legally permissible rate, from the due date until paid. Notwithstanding the foregoing, no such event Sublandlord interest will begin to accrue unless and until Landlord gives Tenant written notice of such late payment and a period of five (5) five Business Days elapses without such payment being made, except that if Landlord shall have no responsibility given more than three (3) such notices in any twelve (12) month period, Tenant shall not be entitled to Subtenant for any further notice of its delinquency in the payment of any Rent until such amounttime as twenty-four (24) consecutive months shall have elapsed without Tenant having made a late payment of Rent. Notwithstanding the foregoing to the contrary, the parties acknowledge and agree that the sole notice and grace periods for determining when a monetary Default occurs are set forth in Section 14.1, below. Any notice of late payment under Sections 4.1(d) or (e) or under Section 14.1 shall be deemed to be a notice of late payment for all other purposes hereunder. (f) All payments of Rent shall be made without set-off, deduction or offset except as expressly provided in this Lease. Without limiting the foregoing, Tenant’s obligation to pay Rent shall be absolute, unconditional, and Subtenant independent and shall not be solely responsible for discharged or otherwise affected by any interest Requirements now or late charges hereafter applicable to the Premises, or any other restriction on Tenant’s use, or, except as provided in Articles XII and XIII, any casualty or taking, or any failure by Landlord to perform or other occurrence; and except as expressly provided in this Lease, Tenant assumes the risk of the foregoing and waives all rights now or hereafter existing to quit or surrender the Premises or any part thereof, to terminate or cancel this Lease, or to assert any defense in the nature of constructive eviction to any action seeking to recover rent. Tenant hereby acknowledges and agrees that it has been represented by counsel of its choice and has participated fully in the negotiation of this Lease, that Tenant understands that the remedies available to Tenant in the event of a default by Landlord may be imposed more limited than those that would otherwise be available to Tenant under the common law in the absence of certain provisions of this Lease, and that the so-called “dependent covenants” rule as a result developed under the common law (including, without limitation, the statement of any failure such rule as set forth in the Restatement (Second) of Subtenant Property, Section 7.1) shall not apply to have timely this Lease or to the relationship of landlord and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlordtenant created hereunder.

Rent Payments. (a) Subtenant’s Rent Commencing on the Commencement Date and all other chargescontinuing thereafter throughout the full Lease Term, expenses or other sums Subtenant is required Tenant, in consideration of this Lease, hereby agrees to pay to Sublandlord hereunder Landlord (or as Landlord may direct) the Base Rent and, if applicable, Tenant’s Additional Rent. The Base Rent together with any Tenant’s Additional Rent (in the form of Tenant’s Forecast Additional Rent, as hereinafter defined) shall be due and payable without billing or demandpayable, in advance, in twelve (12) equal installments on the first day of each calendar month during the Lease Term, and without deductionTenant’s Additional Rent shall be adjusted at the end of each Lease Year in accordance with subsection (b) below. (b) For the first Lease Year, set-off or counterclaimprior to the Commencement Date, except and prior to the beginning of each Lease Year thereafter, Landlord will present to Tenant, a statement of Landlord’s reasonable estimate of Tenant’s Additional Rent for the ensuing Lease Year (“Tenant’s Forecast Additional Rent”). If Landlord does not present such Tenant’s Forecast Additional Rent to Tenant within ninety (90) days after the commencement of any Lease Year, Tenant’s Forecast Additional Rent shall be the same estimate as otherwise provided hereinfor the preceding Lease Year. If Landlord delivers Tenant’s Forecast Additional Rent to Tenant within ninety (90) days after the commencement of any lease year, Tenant will pay to Landlord within thirty (30) days thereafter the difference between the updated Tenant’s Forecast Additional Rent for the then current Lease Year and the amount of Tenant’s Additional Rent already paid to date for such Lease Year, and thereafter shall pay Tenant’s Additional Rent due based on the updated Tenant’s Forecast Additional Rent. Within ninety (90) days after the end of each Lease Year, Landlord shall provide Tenant a statement showing the actual Operating Costs for such prior Lease Year (calculated in lawful money of accordance with Section 3.1 hereof) and a reconciliation statement prepared by Landlord comparing Tenant’s Forecast Additional Rent for such Lease Year with Tenant’s Additional Rent actually due for such Lease Year (calculated in accordance with Section 1.21 hereof). In the United States of Americaevent that Tenant’s Forecast Additional Rent exceeds Tenant’s Additional Rent for said Lease Year, Landlord shall, at SublandlordLandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord may designate in writingoption, and shall be due and payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before either (i) three pay Tenant an amount equal to such excess, or (3ii) business if enough months remain in the Lease Term, credit the amount of such excess against the next due installments of Tenant’s Forecast Additional Rent. In the event that the Tenant’s Additional Rent exceeds Tenant’s Forecast Additional Rent for said Lease Year, Tenant shall pay Landlord, within thirty (30) days prior of receipt of the statement, an amount equal to such difference. For the year of termination of the Lease, Landlord shall prepare a statement comparing Tenant’s Forecast Additional Rent with Tenant’s Additional Rent to the corresponding date provided in of Lease termination, and Landlord shall pay Tenant, or Tenant shall pay Landlord, as the Master Lease for payment case may be, the difference within thirty (30) days after Landlord provides such statement. The calculation described above shall be made as soon as possible after the termination of this Lease, Landlord and Tenant hereby agreeing that the same by Sublandlord provisions relating to Master Landlord said calculation shall survive the termination of this Lease. (provided that in no event shall such period be shortened to a duration of c) Upon not less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice (which notice to Landlord, Tenant or its designated agent shall include Master have the opportunity to examine, during Landlord’s address normal business hours and Master at Landlord’s acknowledgement business office or the office of Landlord’s property manager, the accounting records with respect to the Operating Costs for specified Lease Years (not to exceed the immediately preceding four (4) Lease Years), and Tenant shall have the right to cause an audit of such notice) instruct Subtenant records to make any payment of Subtenantbe performed at Tenant’s Rent directly to Master Landlordinitial cost and expense, and Landlord shall reasonably cooperate with Tenant in which event Subtenant providing information needed for such audit. Once the audit is concluded, Tenant shall timely make all such payments so instructed directly to Master provide Landlord (with a copy of the check to be contemporaneously forwarded results of such audit upon Tenant’s receipt thereof. In the event such audit reveals that any statement for Tenant’s Additional Rent was overstated by Subtenant to Sublandlord at the time of making of each such paymentmore than five percent (5%), and in then Landlord shall pay (or reimburse Tenant for) the cost of such event Sublandlord shall have no responsibility to Subtenant for audit. If, based on such audit of the payment of actual Operating Costs, it is determined that either party owes the other any such amount, such party shall pay the sum due to the other party within thirty (30) days, with interest thereon at eight percent (8%) per annum calculated from the date that amount was overpaid or underpaid, as the case may be. (d) For purposes of this Lease and Subtenant this Section 3.1, the term “Operating Costs” shall be solely responsible for any interest mean, subject to the exclusions in subsection (f) below, the aggregate of all expenses, costs and disbursements of every kind and character which Landlord actually pays because of or late charges that may be imposed as a result in connection with (A) the ownership, cleaning, repair, operation, security and other maintenance in connection with the Building and the Property, including without limitation the parking and the other Common Areas, and (B) furnishing the services required of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as Lease (but in either event expressly excluding those costs for which Tenant is responsible attributable to the Leased Premises in accordance with the terms and when received by Master Landlord.conditions of this Lease):

Rent Payments. (a) Subtenant’s Tenant hereby covenants and agrees to pay, as rent, the Base Rent and Additional Rent and all other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder of money as shall be become due from and payable without billing or demandby Tenant to Landlord under this Lease inclusive of the exhibits hereto (collectively, and without deduction, set-off or counterclaim, except as otherwise provided herein, “Rent”) in lawful money of the United States of America, to Landlord at SublandlordLandlord’s address for notices in Paragraph 15 hereof as provided herein (or to such other person persons or at such other place address(es) as Sublandlord may designate be designated by Landlord in writingwriting from time to time). If consented to by Tenant, Tenant shall pay all Base Rent and shall be due and payable by Subtenant Additional Rent electronically via automatic debit, ACH credit or wire transfer to Sublandlord on or before the date specified such account as Landlord designated in this Sublease, provided that if no date is specified as writing to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Tenant upon Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18request. (b) If the Sublease Term of this Lease as described above commences on a day other than the first day of a calendar month or ends terminates on a day other than the last day of a calendar month, then Subtenant’s the installments of Rent for such month or months shall be prorated and the first and last fractional months installment or installments so prorated shall be paid in advance. The payment for such prorated month shall be calculated by multiplying the monthly installment by a fraction, the numerator of which shall be the number of days of the Sublease Term occurring during said commencement or termination month, as the case may be, and the denominator of which shall be appropriately proratedthe total number of days occurring in said commencement or termination month. (c) Sublandlord may upon reasonable prior written notice (which notice Tenant shall include Master pay all Rent at the times and in the manner provided in this Lease, without demand, deduction, set-off or counterclaim. Tenant hereby acknowledges and agrees that except as expressly provided in Sections 6.1 and 6.3(a) of this Lease, Tenant’s covenants to pay Rent under this Lease are separate and independent from Landlord’s address covenant to provide services and Master Landlord’s acknowledgement other amenities hereunder. (d) In the event any Rent is not paid when due, then Landlord and Tenant agree that Landlord will incur additional administrative expenses. Accordingly, in addition to the obligation to pay Rent, Tenant shall pay to Landlord a late charge for such late payment in the additional amount of five percent (5%) of the amount of such notice) instruct Subtenant to make any late payment of Subtenant’s Rent directly to Master LandlordRent. Notwithstanding the foregoing, Landlord shall not impose the late charge set forth in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of this Section 2.3(d) for the check to be contemporaneously forwarded by Subtenant to Sublandlord at the first time of making of each such payment), and that Tenant is late in such event Sublandlord shall have no responsibility to Subtenant for the payment of Rent in any such amountcalendar year. (e) In addition, all Rent shall bear interest beginning after the thirtieth (30th) day after the date due thereof until paid at a rate equal to the lesser of (i) a floating annual rate equal to five percent (5%) above the Prime Rate reported in the Money Rates column or section of the most recent issue of The Wall Street Journal (“Prime Rate”), automatically adjusting with each change in the Prime Rate, and Subtenant (ii) the maximum non-usurious rate of interest permitted by the Legal Requirements (as defined in Section 4.4) of the jurisdiction in which the Buildings is located. The Prime Rate, if imposed, shall be solely responsible retroactive to the original date such Rent payment was due hereunder. Notwithstanding the foregoing, Landlord (x) shall not impose the interest set forth in this section for the first time that Tenant is late in any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely calendar year and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord (y) shall be credited against permitted to impose the interest set forth in this section immediately upon any subsequent past due Rent payment if the prior installment of Subtenant’s Rent due under this Sublease as and when received by Master Landlordis then past due.

Rent Payments. (a) Subtenant’s Rent and all other charges, expenses or other sums Subtenant is required Tenant agrees to pay rent to Sublandlord hereunder the Landlord during the term of this Lease in equal monthly installments of $_________, which shall be due and payable without billing paid on or demandbefore the first day of the month. Tenant agrees that if rent is not paid in full on or before the fifth day of the month, and without deductionTenant will pay a late charge of $_______ as allowed by applicable Florida law. The prorated rent from the commencement of this Lease to the first day of the following month is $_________, set-off or counterclaim, except as otherwise provided herein, which amount shall be paid at the execution of this Lease. Tenant agrees that rent shall be paid in lawful money of the United States of Americavia the Xxxxx Residents App. Rent payments shall be made payable to and mailed or delivered to the following address: X.X. Xxx 00000 Xxxxxxx, at SublandlordXX 00000. All notices from Tenant to Landlord under this Lease and applicable Florida law shall be delivered to the above address. Tenant agrees that rent will be deemed paid only once Landlord or Landlord’s address for notices in Paragraph 15 hereof agent receives the rent monies, either by mail or by delivery to the above address. If there are multiple Tenants signed to this Lease, all such other person or at such other place as Sublandlord may designate in writingTenants are jointly, severally and individually bound by, and liable under, the terms and conditions of this Lease. A judgment entered against one Tenant shall be due and payable no bar to an action against other Tenants. Consequences Of Breach By Tenant If Tenant, by Subtenant to Sublandlord on any act or before omission, or by the date specified act or omission of any of Tenant’s family or invitees, licensees, and/or guests, violates any of the terms or conditions of this Lease or any other documents made a part hereof by reference or attachment, Tenant shall be considered in breach of this Sublease, provided that if no date Lease (breach by one tenant shall be considered breach by all tenants where Tenant is specified as more than one person). In case of such breach Landlord may deliver a written notice to the applicable payment, then on or before Tenant in breach specifying the acts and omissions constituting the breach and that the Lease Agreement will terminate upon a date not less than thirty (i30) three days after receipt of the notice if the breach is not remedied within a reasonable time not in excess of thirty (330) business days prior to days; and the corresponding date Lease Agreement shall terminate and the Tenant shall surrender possession as provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially notice subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlord.following:

Rent Payments. (a) 5.1 Subtenant’s 's Rent and all other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder shall be due and payable without billing or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, in lawful money of the United States of America, at Sublandlord’s 's address for notices in Paragraph 15 Section 24 hereof or to such other person or at such other place as Sublandlord may designate in writing, and shall be due and payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three five (35) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten five (105) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s 's Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18.Section 17, (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) 5.2 Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s 's address and Master Landlord’s 's acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s 's Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check or other evidence of payment to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s 's Rent due under this Sublease as and when received by Master Landlord. 5.3 Within two (2) business days following mutual execution and delivery of this Sublease, Subtenant shall pay to Sublandlord the first installment of Base Rent (which shall be applicable to the month of January, 2008), and the full amount of the Security Deposit.

Rent Payments. (a) Subtenant’s Rent From and all other chargesafter the Commencement Date, expenses or other sums Subtenant is required to shall pay to Sublandlord hereunder as base rent for the Subleased Premises during the Term (“Base Rent”) the following: * If the Commencement Date is a date other than the first (1st) day of a calendar month, then the “first” month following the Commencement Date shall be due and payable without billing or demandthe first full month after the month in which the Commencement Date occurs; provided, however, that on the [***] anniversary of the Commencement Date, Subtenant shall pay Base Rent for the remainder of such partial month prorated on the basis of the actual number of days in such month, at a rate of [***] per month. For example, if the Commencement Date is February 15, 2007, for the purposes of this schedule, the first “month” following the Commencement Date will be March, 2007, and without deductionthus [***] in the above-referenced chart would expire as of [***] but Subtenant would pay for the remainder of the partial month of [***], setBase Rent in the amount of [***]. ** & *** In the event Sublandlord is able to achieve complete waiver of its restoration obligations under the Original Master Lease with Global Xxxx XX, LLC dated September 16, 2003 as set forth in Landlord’s consent to this Sublease or otherwise, an amount equal to the sum of the Base Rent for months [***], and months [***] of the Term shall be paid to Subtenant by Sublandlord within fifteen (15) days of the expiration of this Sublease. Should such complete waiver be obtained earlier than the expiration of this Sublease, the payment of such sum or the abatement of the above-off specified Base Rent shall be made or counterclaimapplied, as appropriate, within the later of fifteen (15) days after such waiver or the first day of the applicable months for which abatement is to apply. Base Rent shall be paid on or before the first day of each month commencing on the Commencement Date, except that Subtenant shall pay the [***]’s Base Rent to Sublandlord upon execution of this Sublease and delivery of this Sublease to Sublandlord; said pre-paid Base Rent will be applied towards Base Rent payable for the [***] full calendar month of the Term. If the Term does not begin on the first day of a calendar month, the Base Rent and Additional Rent (hereinafter defined) for any partial month (or as otherwise provided hereinto Base Rent, any partial month following the [***] anniversary of the Commencement Date) shall be prorated by multiplying the monthly Base Rent and Additional Rent *** Information has been omitted pursuant to a request for confidential treatment which has been filed separately with the Securities and Exchange Commission. by a fraction, the numerator of which is the number of days of the partial month included in the Term and the denominator of which is the total number of days in the full calendar month. All Rent (hereinafter defined) shall be payable in lawful money of the United States States, by regular bank check of AmericaSubtenant, to Sublandlord at Sublandlord’s address for notices in Paragraph 15 hereof the following address: 000 Xxxx Xxxxx Mailstop SV02/P11 Xxxxxx Xxxxxx, Xxxxxxxxxx 00000 Attn: Corporate Real Estate Manager or to such other person persons or at such other place places in the United States as Sublandlord may designate in writing, and shall be due and payable or by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as electronic transfer to the applicable paymentaccount identified by Sublandlord, then on without demand, deduction or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment setoff of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed kind except as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlordexpressly permitted herein.

Rent Payments. (a) Subtenant’s Rent and all other charges, expenses or other sums Subtenant is required Tenant agrees to pay to Sublandlord hereunder shall be due Broker in advance periodic Total Monthly Rent commencing on and payable without billing thereafter on or demandbefore the FIRST day of each calendar month of the term, and without deductionat XX Xxx 000000, set-off or counterclaimXxxxxx, except as otherwise provided hereinXX 00000, in lawful money of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof rent drop box located on Premises (where applicable) or to such other person or at such other place as Sublandlord the Landlord or Broker may designate in writing. Landlord or Broker may, at their option, require at any time that Tenant pay all rent and shall be due and payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant in certified or cashier’s check, money order, via Automatic Clearing House (ACH withdrawal), or one monthly check, rather than multiple checks. However, cash is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18. (b) unacceptable without Landlord’s prior written permission. If the Sublease Term commences contract term begins on a any day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent the prorated rent for the first and last fractional months month due is . The Total Monthly Rent is calculated as follows: Base Rent Parking Rent Storage Rent Utilities (RUBS) Other: Total Monthly Monthly Amount: If rent is not paid by the FIFTH day of the Sublease Term shall month a LATE CHARGE equal to $50 will be appropriately prorated. (c) Sublandlord may upon charged as additional rent. It is agreed that such late charge represents a fair and reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy estimate of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), costs and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges damages that Landlord may be imposed incur as a result of Tenant’s failure, which costs and damages are extremely difficult to ascertain. The late charge shall be in addition to and not a substitute for the legal rate of interest which may be assessed pursuant to any failure judgment obtained in a court of Subtenant to have timely and properly made law for non-payment of rent. In addition, if any payment is returned unpaid by Tenant’s bank, whether such payment is for rent, the Security Deposit or any other payment, a reprocessing charge of $25 will be charged as additional rent in addition to Master Landlordany late charges due. Any late charge or payment made directly reprocessing charge may be collected immediately by Subtenant Landlord or Broker, or, at their option, may be deducted from Tenant’s Security Deposit. In the event Tenant is delinquent or in arrears for past rent due, attorney’s fees or costs related to Master eviction, or other charges owed by Tenant to Landlord, it is specifically understood and agreed that any sums received by Landlord at from Tenant shall, regardless of how Tenant may characterize or restrict payment, first be applied to such delinquencies or arrears and the request balance, if any, applied to current charges. Furthermore, part payments of Sublandlord rent due or other charges shall be credited against any of Subtenant’s Rent not preclude Landlord from proceeding with an eviction action or other remedies under law or this Lease. Tenant agrees to promptly pay the monthly rental installments and all other sums due under this Sublease as Lease, without notice, demand, abatement, deduction or setoff, and when received to abide by Master Landlordall other terms, covenants and conditions of this Lease.

Rent Payments. (a) Subtenant’s Subject to the last sentence of this Paragraph 5(a), the first installment of Minimum Rent is payable by Tenant on the Commencement Date and all other chargessubsequent installments of Minimum Rent are payable by Tenant in advance on the first day of each calendar month during the Lease Term beginning on the first day of the first full calendar month after the Commencement Date. Minimum Rent for any partial calendar month is prorated on a per diem basis. Provided that there is not an Event of Default under this Lease, expenses Tenant is not obligated to pay Rent or any other sums Subtenant due under this Lease for the first four (4) months following the Commencement Date. (b) All Rent is required to pay to Sublandlord hereunder shall be due payable by Tenant at the times and payable without billing or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, in lawful money the amounts specified in this Lease in legal tender of the United States of America, America to Landlord at Sublandlord’s the notice address for notices in Paragraph 15 hereof Landlord or to such any other person or at such other place as Sublandlord may designate in writing, and shall be due and payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required address as Landlord may from time to pay time designate by notice to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately proratedTenant. (c) Sublandlord may upon reasonable prior written Rent is payable by Tenant without notice, demand, abatement, deduction or setoff, except as expressly specified in this Lease. Tenant's obligation to pay Rent is independent of any obligation of Landlord under this Lease. If any installment of Rent is not paid within 5 days after notice (which notice from Landlord that such installment is past due, Tenant shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant pay a late charge in an amount equal to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy 10% of the check delinquent installment of Rent when it pays the delinquent installment. (d) Subject to be contemporaneously forwarded by Subtenant to Sublandlord at the time provisions of making of each such paymentParagraph 3(b) and (d), if the cost of the Building and related improvements (including the Base Building improvements (as defined in such event Sublandlord shall have no responsibility to Subtenant Exhibit C), the Architectural Allowance, the Work Allowance, the Common Areas, the covered walkway between the Building and the structured parking garage, the structured parking garage, an outdoor patio/seating area and an interior stairwell between the third (3rd) and fourth (4th) floors of the Building ) (the Total Building Cost) either is less than or exceeds $148.23 per Rentable Square Foot (as certified by the Independent Architect), Landlord will, within the first 4 months following the Commencement Date, adjust the Minimum Rent for the payment first 5 years of any such amountthe Lease Term in accordance with the following formula: Total Building Cost x 11.0% (annual rate of return) + ($4.24 per Rentable Square Foot Expense Stop [not including Taxes] x total Rentable Square Feet in the Building) = Total Minimum Rent for the Building. Total Minimum Rent for the Building/Total Rentable Square Feet in the Building = Minimum Rent on a per Rentable Square Foot basis. For example, if the Total Building Cost equals $16,000,000, the Building contains 100,000 Rentable Square Feet and Subtenant shall be solely responsible for any interest or late charges that may be imposed the Premises contain 50,000 Rentable Square Feet , the Minimum Rent during the first 5 years of the Lease Term is calculated as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s follows: $16,000,000 x 11% = $1,760,000; $1,760,000 + $424,000 = $2,184,000; $2,184,000/100,000 = $21.84; ($21.84 x 50,000 Rentable Square Feet)/12 = $91,000 Minimum Rent due under this Sublease as and when received by Master Landlordper month.

Rent Payments. (a) Subtenant’s Rent and all other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder The rent shall be due and payable without billing or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, paid by the Tenant in lawful money equal monthly installments of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord may designate in writing, $1,905.00 and shall be due and payable in advance of the FIRST day of each month. Tenant may not set off or deduct, for any reason, monies from rent owed. Rent shall be paid by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as Tenant to the applicable payment, then on Landlord at the following address: Tenant shall make all monthly rental payments in full. Payment or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for receipt of a rental payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) the amount stated in the lease shall be deemed to be nothing more than partial payment on that month's account. Under no circumstances shall Xxxxxxxx's acceptance of a partial payment constitute accord and satisfaction or (ii) if there a waiver of any balance of rent and additional due and owing by Xxxxxx. Nor will Landlord's acceptance of a partial payment forfeit Landlord's right to collect the balance due on the account, despite any endorsement, stipulation, or other statement on any check. The Landlord may accept any partial payment check with any conditional endorsement without prejudice to Landlord's right to recover the balance remaining, due, or to pursue any other remedy available under this lease. There is no corresponding date provided writing or oral agreement between the parties hereto creating any right or obligation other than as contained in this Lease and this Lease supersedes any and all previous negotiations, arrangements, brochures, or understandings, if any, between the Master parties hereto (or for whose benefit this Lease for payment has been entered into). This Lease is and shall be considered to be the only agreement relative to the Apartment between the parties hereto and their respective representatives and agents as of the date hereof. All negotiations and oral agreements relating to rights or obligations between the parties have been merged into and are included herein, and no modification of this Lease shall be effective unless the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment shall be in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder writing and be signed by the due date provided herein for such paymentparties hereto or, shall potentially subject Subtenant to as the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18case may be, their respective successors or assigns. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlord.

Rent Payments. The Base Rent (aat the rates specified in Section 1.2 hereof) Subtenant’s Rent and all other charges, expenses the additional rent or other sums Subtenant is required charges payable pursuant to pay to Sublandlord hereunder this Lease (collectively the “Rent”) shall be due and payable without billing by Tenant to Landlord at the Payment Address or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, in lawful money of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord Landlord may from time to time designate in writing, and shall be due and payable by Subtenant notice to Sublandlord on or before the date specified Tenant without any demand whatsoever except as otherwise specifically provided in this SubleaseLease and without any counterclaim, provided that if no date is specified as to the applicable payment, then on offset or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18deduction whatsoever. (ba) Commencing on the Rent Commencement Date, Base Rent and the monthly installments of Tenant’s Proportionate Share of the Taxes and Tenant’s Proportionate Share of Operating Expenses shall be payable in advance on the first day of each and every calendar month during the term of this Lease. If the Sublease Term commences Rent Commencement Date falls on a day other than the first day of a calendar month, the first payment which Tenant shall make shall be made on the Rent Commencement Date and shall be equal to a proportionate part of such monthly Rent for the partial month or ends from the Rent Commencement Date to the first day of the succeeding calendar month, and the monthly Rent for such succeeding calendar month. As used in this Lease, the term “lease year” shall mean any twelve (12) month period commencing on a day other than the last Term Commencement Date; provided, however, if the Term Commencement Date does not fall on the first day of a calendar month, then Subtenant’s Rent for the term “lease year” shall mean any twelve month period commencing on the first and last fractional months day of the Sublease month immediately following the Term Commencement Date, in which event the first lease year shall also include the partial month containing the Term Commencement Date. (b) Base Rent and the monthly installments of Tenant’s Proportionate Share of the Taxes and Tenant’s Proportionate Share of Operating Expenses for any partial month shall be appropriately paid by Tenant to Landlord at such rate on a pro rata basis. Any other charges payable by Tenant on a monthly basis, as hereinafter provided, shall likewise be prorated. (c) Sublandlord may upon reasonable prior Rent not paid within five (5) days after receipt of written notice from Landlord that same is due and payable, shall bear interest at a rate (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement the “Lease Interest Rate”) equal to the lesser of such notice(i) instruct Subtenant the so-called base rate of interest charged from time to make any payment time by Bank of Subtenant’s America, Boston, Massachusetts, plus three percent (3%) per annum or (ii) the maximum legally permissible rate, from the due date until paid. (d) Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy for the first full month of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant initial Term for the payment of any such amount, and Subtenant which rem is due shall be solely responsible for any interest or late charges that may be imposed as a result paid by Tenant upon the execution of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master LandlordLease.

Rent Payments. (a) Subtenant’s Rent Tenants, in consideration of the covenants and all other chargesagreements made herein by the Landlord, expenses or other sums Subtenant is required leases said Premises for said term and promises to pay to Sublandlord hereunder landlord, his representatives or assigns as rental for the leased Premises, the total sum of $ paid in monthly installments of $ . Said rent shall be due and payable without billing demand or demand, and without deduction, set-off or counterclaim, except as otherwise provided hereinbilling, in lawful money of the United States of Americaadvance, at Sublandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord may designate in writing, and shall be due and payable by Subtenant to Sublandlord on or before the date specified first (1st) day of each month, hereinafter called the “Due Date.” (Tenants understand that this may require early mailing.) Tenants shall pay the rent and all other charges required to be paid under the Lease by a single valid personal check made payable in this Subleasethe full amount, provided that by money order or by cash. No partial payments will be accepted. In the event a check is non-negotiable for any reason, Landlord may require payment in cash or certified funds. Lease Payments should be mailed to: X.X. Xxx 0000 xxx.00xxxxxx.xxx Xxxxxxxxxxx, FL 32627-6015 (000) 000-0000 or 000-0000 A late fee of $25.00 will be payable if no date rent is specified as to the applicable payment, then not received on or before the first (i1st) three (3) business days prior day of each month. An additional late fee of $5.00 per day will become payable for each day past the second day after the Due Date that the rent has not been received. Rent checks received before the Due Date will not be cashed or deposited by the Landlord before the Due Date. Late fees must be included with the delinquent rent. Checks which are returned as non-negotiable, for any reason whatsoever, shall obligate Tenants to pay a $50.00 service charge for each returned check, plus all additional costs incurred to Landlord resulting from such check. The Tenants agree that the corresponding date provided in above late fees and other charges may be deducted from Tenants’ security deposit if they have not been paid when owed. Receipt by the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master full amount of the rent due shall not affect the Landlord’s right to terminate this Lease for non-payment of rent. All undersigned Tenants are JOINTLY AND SEVERALLY LIABLE under this Lease regardless of whom might be occupying the same by Sublandlord Premises, and any Tenant is authorized to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenantact for all the Tenants. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant Each Tenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent responsible for the first and last fractional months entire rent under the Lease. In the event Tenants terminate this Lease prior to its expiration date, Tenants will be liable for the balance of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy rent for the remainder of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master LandlordLease Term.

Rent Payments. A. Commencing on the Commencement Date, and continuing thereafter throughout the Sublease Term, Sublessee hereby agrees to pay all Rent due and payable under this Sublease. As used in this Sublease, the term "Rent" shall mean the Base Rental (a) Subtenant’s Rent as hereinafter defined), Sublessee's Forecast Additional Rental (as hereinafter defined), Sublessee's Additional Rental (as hereinafter defined), and any other amounts that Sublessee assumes or agrees to pay under the provisions of this Sublease that are owed to Sublessor, including without limitation any and all other chargessums that may become due by reason of any default of Sublessee or failure on Sublessee's part to comply with the agreements, expenses or other sums Subtenant is required terms, covenants and conditions of this Sublease to pay to Sublandlord hereunder be performed by Sublessee. Base Rental together with Sublessee's Forecast Additional Rental shall be due and payable in twelve (12) equal installments on the first day of each calendar month, commencing on the Commencement Date and continuing thereafter throughout the Sublease Term and any extensions or renewals thereof, and Sublessee hereby agrees to pay such Rent to Sublessor at Sublessor's address as provided herein (or such other address as may be designated by Sublessor from time to time) monthly in advance. Sublessee shall pay all Rent and other sums of money as shall become due from and payable by Sublessee to Sublessor under this Sublease at 2 the times and In the manner provided In this Sublease, without billing or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, in lawful money of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord may designate in writing, and shall be due and payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlord.

Rent Payments. (a) 5.1 Subtenant’s Rent and all other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder shall be due and payable without billing or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, in lawful money of the United States of America, at Sublandlord’s address for notices in Paragraph 15 Section 24 hereof or to such other person or at such other place as Sublandlord may designate in writing, and shall be due and payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three five (35) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten five (105) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18Section 17. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first and last fractional months of the Sublease Term shall be appropriately prorated. (c) 5.2 Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check or other evidence of payment to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlord. 5.3 Within two (2) business days following mutual execution and delivery of this Sublease, Subtenant shall pay to Sublandlord the first installment of Base Rent (which shall be applicable to the month of January, 2008), and the full amount of the Security Deposit.

Rent Payments. (a) Subtenant’s Lessee shall pay all Rent hereunder at the times and in the manner herein provided. Unless otherwise expressly provided herein, all other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder Rent shall be due and payable without billing or demand, and without deductionnotice, set-off offset, reduction or counterclaim, except as abatement. All payments of Rent shall be made to Lessor at Lessor's Address unless otherwise provided herein, directed in lawful money writing by Lessor. The obligation of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or Lessee to such other person or at such other place as Sublandlord may designate in writingpay Rent is an independent covenant, and shall be due and payable no act or circumstance, whether constituting a breach of covenant by Subtenant to Sublandlord on Lessor or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such paymentnot, shall potentially subject Subtenant to the release or modify Lessee's obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18Rent. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent for the first Lessee shall pay to Lessor Basic Monthly Rental as provided in Section 1(f) and last fractional months of the Sublease Term shall be appropriately proratedBasic Costs Excess as provided in Section 8. (c) Sublandlord may upon Lessee shall pay Lessor the reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement cost for the replacement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlordall Non-Building Standard electric, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment)fluorescent, and in such other lamps and ballasts. (d) In the event Sublandlord shall have no responsibility to Subtenant for the payment of any installment or portion of Rent is not made within 10 days of the date due, a late charge of five percent of said overdue amount(s) will be added and owing as additional Rent to compensate Lessor for additional administrative handling, which amount will be due immediately. If such amountfailure to pay Rent continues beyond such 10 day period, any and Subtenant all due and unpaid Rent shall bear interest at the Default Interest Rate from the date such Rent became due until the date such Rent is received by Lessor. Such interest, as accrued, shall be solely responsible for immediately due and payable as additional Rent hereunder. The collection of such late charge and/or such interest by Lessor shall be in addition to and cumulative of any and all other remedies available to Lessor. It is the intention of Lessor and Lessee to conform to all applicable laws concerning the contracting for, charging and receiving of interest. In the event that any payments of interest required under this Lease are ever found to exceed any applicable limits, Lessor shall credit the amount of any such excess paid by Lessee against any amount owing under this Lease or late charges if all amounts owing under this Lease have been paid, Lessor shall refund to Lessee the amount of such excess paid by Lessee. Lessor and Lessee agree that may Lessor shall not be imposed as subject to any applicable penalties in connection with any such excess interest, it being agreed that any such excess interest contracted for, charged or received pursuant to this Lease shall be deemed a result of any failure of Subtenant to have timely a bona fide error and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlorda mistake.

Rent Payments. (a) Subtenant’s If Landlord's interest in this Lease shall pass to another, or if the Fixed Rent and all other charges, expenses or other sums Subtenant is required to pay to Sublandlord Additional Rent hereunder shall be assigned, or if a party other than Landlord, shall become entitled to collect the Fixed Rent or Additional Rent due hereunder, then, notice thereof shall be given to Tenant and payable without billing or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, in lawful money of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord may designate Guarantor by Landlord in writing, or, if Landlord is an individual and shall have died or become incapacitated, by Landlord's legal representative, accompanied by due proof of the appointment of such legal representative. Until such notice and proof shall be received by Tenant, Tenant may continue to pay the Fixed Rent or Additional Rent due and payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as hereunder to the applicable paymentone to whom, then on or before (i) three (3) business days prior to the corresponding date provided and in the Master Lease for payment manner in which, the last preceding installment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Fixed Rent or any other chargesAdditional Rent hereunder was paid, expenses and each such payment shall fully discharge Tenant’s obligation for that month’s Fixed Rent or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such paymentAdditional Rent, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest as applicable, if paid in accordance with the provisions of Paragraph 18full. (b) If the Sublease Term commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then Subtenant’s Rent Tenant shall not be obligated to recognize any agent for the first and last fractional months collection of Fixed Rent or otherwise authorized to act with respect to the Premises until written notice of the Sublease Term appointment and the extent of the authority of such agent shall be appropriately proratedgiven to Tenant by the one appointing such agent. (c) Sublandlord may upon reasonable prior written notice (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord Tenant shall have no responsibility obligation to Subtenant pay Fixed Rent or any other amount due hereunder until Tenant has received a properly completed and executed Internal Revenue Service form W-9, Request for Taxpayer Identification Number and Certificate or any successor form or any similar form and/or such other information and/or form from Landlord that is required by the Internal Revenue Service and/or by any other federal, state or local governmental taxing authority having jurisdiction to require the furnishing of any form or information by Landlord from time to time (or other evidence of Landlord’s United States Social Security Number or Federal Employee Identification Number reasonably satisfactory to Tenant), in order to allow the requesting party to make a payment under this Lease or any related agreement without any deduction or withholding for or on account of any tax, with any such form or document to be accurate and completed in a manner reasonably satisfactory to such other party and to be executed and to be delivered with any required certification; however, to the extent such failure causes a backup tax withholding obligation to be imposed on Tenant, Tenant may withhold such amounts from any payments due to or for the payment benefit of any such amount, and Subtenant Landlord under this Lease. The provisions of Article shall be solely responsible enforceable by an action for any interest specific performance or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited an action for actual damages against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlordparty failing to comply with its obligations thereunder.

Rent Payments. (a) Subtenant’s The Base Rent (at the rates specified in Section 1.2 hereof), and all the additional rent and other charges, expenses or other sums Subtenant is required charges payable pursuant to pay to Sublandlord hereunder this Lease (collectively the “Rent”) shall be due and payable by Tenant to Landlord in good funds at the Rent Payment Address of Landlord or such other place as Landlord may from time to time designate by notice to Tenant, without billing or any demand, and without any counterclaim, offset or deduction, set-off or counterclaimof any kind, except as otherwise provided herein, in lawful money of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord may designate in writing, and shall be due and payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18whatsoever. (b) If Commencing on the Sublease Term commences Rent Commencement Date and thereafter throughout the term of this Lease, Tenant shall pay Base Rent and the monthly installments of Tenant’s Proportionate Share of the Tax Excess (as hereinafter defined) and Tenant’s Proportionate Share of the Operating Costs Excess (as hereinafter defined) in advance on a day other than the first day of a calendar month or ends on a day other than the last day of a each and every calendar month, then Subtenant’s Rent for the first . Additional rent and last fractional months of the Sublease Term other charges payable pursuant to this Lease shall be appropriately proratedpayable at the times and in the manner set forth in this Lease. (c) Sublandlord The Base Rent and the monthly installments of Tenant’s Proportionate Share of the Tax Excess and Tenant’s Proportionate Share of the Operating Costs Excess for any partial month shall be paid by Tenant to Landlord at such rate on a pro rata basis. Any other charges payable by Tenant on a monthly basis, as hereinafter provided, shall likewise be prorated. (d) Tenant shall pay to Landlord, upon request, as additional rent, a late charge equal to five percent (5%) of the amount of any Rent not paid within five (5) days of the date due hereunder. (e) Rent not paid within fifteen (15) days of the date due shall bear interest at a rate (the “Lease Interest Rate”) equal to the lesser of (i) the so-called base rate of interest charged from time to time by Bank of America (or its successors), plus three percent (3%) per annum or (ii) the maximum legally permissible rate, from the due date until paid. (f) Tenant hereby acknowledges and agrees that it has been represented by counsel of its choice and has participated fully in the negotiation of this Lease, that Tenant understands that the remedies available to Tenant in the event of a default by Landlord may upon reasonable prior written notice be more limited than those that would otherwise be available to Tenant under the common law in the absence of certain provisions of this Lease, and that the so-called “dependent covenants” rule as developed under the common law (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement including, without limitation, the statement of such noticerule as set forth in the Restatement (Second) instruct Subtenant of Property, Section 7.1) shall not apply to make any payment this Lease or to the relationship of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), landlord and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlordtenant created hereunder.

Rent Payments. The Base Rent (aat the rates specified in Section 1.2 hereof) Subtenant’s Rent and all other charges, expenses the additional rent or other sums Subtenant is required charges payable pursuant to pay to Sublandlord hereunder this Lease (collectively the “Rent”) shall be due and payable without billing by Tenant to Landlord at the Payment Address or demand, and without deduction, set-off or counterclaim, except as otherwise provided herein, in lawful money of the United States of America, at Sublandlord’s address for notices in Paragraph 15 hereof or to such other person or at such other place as Sublandlord Landlord may from time to time designate by notice to Tenant without any demand whatsoever except as otherwise specifically provided in writingthis Lease and without any counterclaim, and offset or deduction whatsoever. Rent shall be due and made payable by Subtenant to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease order of Managing Agent as agent for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18. (ba) Commencing on the Rent Commencement Date, Base Rent and the monthly installments of Tenant’s Proportionate Share of the Taxes and Tenant’s Proportionate Share of Operating Expenses shall be payable in advance on the first day of each and every calendar month during the term of this Lease. If the Sublease Term commences Rent Commencement Date falls on a day other than the first day of a calendar month, the first payment which Tenant shall make shall be made on the Rent Commencement Date and shall be equal to a proportionate part of such monthly Rent for the partial month or ends on a day other than from the last Rent Commencement Date to the first day of a the succeeding calendar month, then Subtenant’s and the monthly Rent for such succeeding calendar month. As used in this Lease, the first term “lease year” shall mean any twelve (12) month period commencing on the Rent Commencement Date. (b) Base Rent and last fractional months the monthly installments of Tenant’s Proportionate Share of the Sublease Term Taxes and Tenant’s Proportionate Share of Operating Expenses for any partial month shall be appropriately paid by Tenant to Landlord at such rate on a pro rata basis. Any other charges payable by Tenant on a monthly basis, as hereinafter provided, shall likewise be prorated. (c) Sublandlord may upon reasonable prior written notice Rent not paid within five (which notice shall include Master Landlord’s address and Master Landlord’s acknowledgement of such notice5) instruct Subtenant to make any payment of Subtenant’s Rent directly to Master Landlord, in which event Subtenant shall timely make all such payments so instructed directly to Master Landlord (with a copy days of the check to be contemporaneously forwarded by Subtenant to Sublandlord at the time of making of each such payment), and in such event Sublandlord shall have no responsibility to Subtenant for the payment of any such amount, and Subtenant date due shall be solely responsible for subject to an administrative charge of five (5) percent of the current monthly rent. Thereafter, any past due amount shall bear interest or late charges that may be imposed as at a result of any failure of Subtenant rate (the “Lease Interest Rate”) equal to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlord1.5% per month.

Rent Payments. (a) Subtenant’s Tenant hereby covenants and agrees to pay, as rent, the Base Rent and Estimated Additional Rent and all other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder of money as shall be become due from and payable without billing or demandby Tenant to Landlord under this Lease inclusive of the exhibits hereto (collectively, and without deduction, set-off or counterclaim, except as otherwise provided herein, "Rent") in lawful money of the United States of America, to Landlord at Sublandlord’s Landlord's address for notices in Paragraph 15 hereof as provided herein (or to such other person persons or at such other place address(es) as Sublandlord may designate be designated by Landlord in writing, and shall be due and payable by Subtenant writing from time to Sublandlord on or before the date specified in this Sublease, provided that if no date is specified as to the applicable payment, then on or before (i) three (3) business days prior to the corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord (provided that in no event shall such period be shortened to a duration of less than two (2) business days) or (ii) if there is no corresponding date provided in the Master Lease for payment of the same by Sublandlord to Master Landlord, then ten (10) business days after written request from Sublandlord to Subtenant. The failure of Subtenant to make payment in full of Subtenant’s Rent or any other charges, expenses or other sums Subtenant is required to pay to Sublandlord hereunder by the due date provided herein for such payment, shall potentially subject Subtenant to the obligation to pay to Sublandlord interest in accordance with the provisions of Paragraph 18time). (b) If the Sublease Term of this Lease as described above commences on a day other than the first day of a calendar month or ends terminates on a day other than the last day of a calendar month, then Subtenant’s the installments of Rent for such month or months shall be prorated and the first and last fractional months installment or installments so prorated shall be paid in advance. The payment for such prorated month shall be calculated by multiplying the monthly installment by a fraction, the numerator of which shall be the number of days of the Sublease lease Term occurring during said commencement or termination month, as the case may be, and the denominator of which shall be appropriately proratedthe total number of days occurring in said commencement or termination month. (c) Sublandlord may upon reasonable prior Tenant shall pay all Rent at the times and in the manner provided in this Lease, without demand, set-off or counterclaim. Tenant hereby acknowledges and agrees that except as expressly provided in Sections 3.3 and 6.3(a) of this Lease, Tenant's covenants to pay Rent under this Lease are separate and independent from Landlord's covenant to provide services and other amenities hereunder. (d) In the event any Rent is not paid within five (5) days of the date when due, then Landlord and Tenant agree that Landlord will incur additional administrative expenses, the amount of which will be difficult, if not impossible to determine. Accordingly, in addition to the obligation to pay Rent, Tenant shall pay to Landlord a late charge for such late payment in the additional amount of three percent (3%) of the amount of such late payment of Rent. The foregoing notwithstanding, tenant shall have one ten (10) day grace period after written notice from Landlord per lease year for late payments without any penalty. (which notice e) Excepting the grace period, all Rent shall include Master Landlord’s address bear interest from the date due until paid at a rate (the "Default Rate") equal to the lesser of (i) a floating annual rate equal to five percent (5%) above the Prime Rate reported in the Money Rates column or section of the most recent issue of The Wall Street Journal ("Prime Rate"), automatically adjusting with each change in the Prime Rate, and Master Landlord’s acknowledgement (ii) the maximum non-usurious rate of such notice) instruct Subtenant to make any payment interest permitted by the Legal Requirements of Subtenant’s Rent directly to Master Landlord, the jurisdiction in which event Subtenant the Building is located. (f) Tenant shall timely make also pay, together with all such payments so instructed directly of Rent due hereunder, an amount equal to Master Landlord (with a copy of the check to be contemporaneously forwarded all sales, use, excise, rental and other taxes now or hereafter imposed by Subtenant to Sublandlord at the time of making of each such payment), any lawful authority on all amounts due or required under this Lease and in such event Sublandlord shall have no responsibility to Subtenant for the payment of classified as rent by any such amount, and Subtenant shall be solely responsible for any interest or late charges that may be imposed as a result of any failure of Subtenant to have timely and properly made any such payment to Master Landlord. Any payment made directly by Subtenant to Master Landlord at the request of Sublandlord shall be credited against any of Subtenant’s Rent due under this Sublease as and when received by Master Landlordauthority.