the Annual Fixed Rent payable pursuant to [Section 5.1(b)] above with respect to the 5th Floor Space only shall be abated for the period commencing on the 5th Floor Commencement Date and ending on the day (the “5th Floor Rent Commencement Date”) that is four hundred (400) days following the 5th Floor Commencement Date; and

Fourteenth Floor Additional Premises As-Is. Except as otherwise expressly provided herein. Tenant shall accept the Fourteenth Floor Additional Premises in its as-is condition and Landlord shall have no obligation to make or pay for any improvements or perform any renovations in the Fourteenth Floor Additional Premises to prepare the same for Tenant’s occupancy. As soon as commercially reasonably possible after the date hereof. Landlord shall, at Landlord’s sole cost (without applying any portion of the Landlord’s Allowance), perform the following work:

Taxes and Operating Expenses for Third Floor Additional Premises. As to the Third Floor Additional Premises only, effective as of the Third Floor Commencement Date and continuing through the May 31, 2016, expiration date of the current Lease term, the following definitions shall apply for purposes of Paragraphs 4.01, 4.05 and 4.07 of the Lease:

With respect to the Existing Premises (excluding the Entire 3rd Floor Space and the Storage Space) only, from and after June 1, 2016 and through and including the New Expiration Date, Tenant shall pay Annual Fixed Rent (payable at the times and in the manner set forth in the Existing Lease) pursuant to Exhibit E-1 annexed hereto.

Additional Premises. Effective as of the Additional Premises Commencement Date (as defined below), and continuing to the Expiration Date, the space located on the fourteenth (14th) floor of the Building and shown outlined on the attached Exhibit A (the “Additional Premises”) shall be added to the premises covered by the Lease. Commencing on the Additional Premises Commencement Date, all references in the Lease and in this Amendment to the “Demised Premises” or otherwise to the premises demised thereunder shall be deemed to include the Additional Premises, and all terms, covenants and conditions of the Lease applicable to the Existing Premises shall apply to the Additional Premises, except as expressly set forth in this Amendment. Landlord and Tenant hereby stipulate for all purposes of the Lease that the Additional Premises contains 9,117 rentable square feet.

Landlord’s Allowance. For purposes of this Paragraph 3, the Third Floor Additional Premises and the Fourteenth Floor Additional Premises are sometimes referred to collectively as the “Additional Premises” and the Third Floor Alterations and the Fourteenth Floor Alterations are sometimes referred to collectively as the “Additional Premises Alterations.” Landlord shall contribute toward the cost of the design, construction and installation of the Additional Premises Alterations an amount not to exceed Thirty Six Thousand Dollars ($36.000.00) (“Landlord’s Allowance”). No portion of Landlord’s Allowance may # be applied to the cost of any other equipment or furniture, or trade fixtures, moving expenses, signage or free rent, # be applied to any portion of the Additional Premises which is then the subject of a sublease, or # be used to prepare any portion of the Additional Premises for a proposed subtenant or assignee. Notwithstanding anything to the contrary in this Paragraph 3, Landlord’s Allowance shall be available for disbursement pursuant to the terms hereof only until December 31, 2010 (the “Forfeit Date”). Accordingly, if any portion of Landlord’s Allowance has not been utilized (and Tenant has not submitted to Landlord invoices evidencing such costs) on or before the Forfeit Date, then such unused portion shall be forfeited by Tenant.

Third Floor Alterations. Tenant has advised Landlord that Tenant desires to perform certain alterations to the Third Floor Additional Premises prior to commencing business therein, other than the work required by this Amendment to be performed by Landlord (the “Third Floor Alterations”). Prior to commencing construction of the Third Floor Alterations, Tenant shall furnish to Landlord, for Landlord’s reasonable approval, working drawings that # show the lay-out of the alterations and finishes, # separately note any proposed structural work or extraordinary electrical, plumbing or HVAC requirements, # conform to Landlord’s base building requirements and construction requirements then applicable to the Building (the “Condition of Construction”) and applicable building codes and other local, state or federal law, ordinance, rule, regulation, code, or order of any governmental entity or insurance requirements (collectively, “Legal Requirements”), and # are in sufficient detail as to enable the selected contractor to obtain all necessary governmental permits for commencement of the Third Floor Alterations and to secure complete bids from qualified contractors to perform the work. (Landlord will, at Tenant’s request, review any interim space plans, prior to Tenant’s completion of the aforementioned working drawings.) The working drawings, as approved in writing by Tenant and Landlord, are hereinafter called the “Final Plans.” Any subsequent revisions to the Final Plans shall be subject to Landlord’s prior written approval, which approval shall not be unreasonably withheld.

Estimated Additional Rent: Annual Reconciliation. [[Organization A:Organization]] shall, each year during the Term of this Lease Agreement, give [[Organization B:Organization]] an estimate of Operating Expenses and Real Estate Taxes payable per square foot of rentable area for the coming calendar year. [[Organization B:Organization]] shall pay, as Additional Rent, along with its monthly Minimum Rental payments required hereunder, one-twelfth (1/12) of such estimated Operating Expenses and Real Estate Taxes and such Additional Rent shall be payable until subsequently adjusted for the following year pursuant to this Article. As soon as possible after the expiration of each calendar year, [[Organization A:Organization]] shall determine and certify to [[Organization B:Organization]] the actual Operating Expenses and Real Estate Taxes for the previous year per square foot of rentable area in the Building and the amount applicable to the Premises. If such statement shows that [[Organization B:Organization]]’s share of Operating Expenses and Real Estate Taxes exceeds [[Organization B:Organization]]'s estimated monthly payments for the previous calendar year, then [[Organization B:Organization]] shall, within thirty (30) days after receiving [[Organization A:Organization]]'s certification, pay such deficiency to [[Organization A:Organization]]. In the event of an overpayment by [[Organization B:Organization]], such overpayment shall be refunded to [[Organization B:Organization]], at the time of certification, in the form of an adjustment in the Additional Rental next coming due, or if at the end of the Term by a refund.

Tenant shall accept the Extension Premises in their “as is” condition at the commencement of the Extension Term, Landlord shall not be required to perform any work, to pay any work allowance or any other amount or to render any services to make the Extension Premises ready for Tenant’s use and occupancy or to provide any abatement of Annual Fixed Rent or additional rent, in each case with respect to the Extension Term,

Tenant shall pay annual fixed rent for the Additional Space (including electric) from the A.S. Commencement Date through the Expiration Dale at the following rates: