Application of Portions of Allowance to Annual Fixed Rent. Tenant shall be entitled to apply up to Six Hundred Fifteen Thousand Two Hundred Sixty Dollars ($615,260.00) of the Landlord’s Allowance described in Paragraph 5.c.i., above toward the annual fixed rent due for the Premises during the period commencing June 1, 2008 and ending May 31, 2010 (the “Rent Period”). Within thirty (30) days after Substantial Completion of the Tenant Improvements and provided that there remain unused Landlord Allowance dollars from the Landlord’s Allowance, Tenant shall inform Landlord in writing of Tenant’s desire to apply such unused amounts to annual fixed rent in accordance with the provisions of this Paragraph 5.c.ii. Tenant’s failure to provide such notice shall be deemed Tenant’s election not to use any such remaining portion of the Allowance for free rent.

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:

Annual fixed rent for the space demised pursuant to the Lease for 1996 shall be the sum of $533,345.21 which shall be paid in ten (10) equal monthly installments of $53,334.52 commencing March 1, 1996 and ending on December 31, 1996. The annual fixed rent set forth in this Paragraph 4. is net of the debt of $61,334.33 referred to in Paragraph 1.

Tenant agrees to pay the annual fixed rent and additional rent in lawful money of the United States of America. The fixed rent shall be paid in equal monthly installments in advance on the first day of each calendar month during the term of this lease commencing on the Rent Commencement Date, at the office of Landlord set forth above, or such other place as Landlord may designate, without any setoff or deduction whatsoever except as otherwise provided in this lease. If the Rent Commencement Date shall be other than the first day of a calendar month, the annual fixed rent shall be prorated for the month in which the Rent Commencement Date occurs and such prorated amount shall be payable on the first day of the first full calendar month thereafter.

Modification of Monthly Rent. Effective as of the Additional Premises Commencement Date, Tenant shall pay the amounts set forth below as annual fixed rent for the Additional Premises pursuant to Article 1 of the Lease:

Anything to the contrary herein notwithstanding, if during any of the rent credit or rent abatement periods detailed in [Section 5.2(a)(i)-(iv)])] above, Tenant shall be in default under the Lease beyond the expiration of applicable notice and cure periods, if any, no Annual Fixed Rent shall be further abated or credited thereafter; provided, however, if Tenant cures such default prior to any termination of the Lease by Landlord due to such default pursuant to the terms thereof, then Tenant shall then be entitled to any rent credit or rent abatement of Annual Fixed Rent remaining with respect to such period that was not previously received by Tenant pursuant to this Section 5.2(b).

As of January 1, 1997, the annual fixed rent of $1,019,450.00 specified in the Lease shall be payable in monthly installments, except that the previous prepayment of fixed rent by your Company shall be taken as a credit of $7,079.51 for each of the 12 months in the period January 1, 1997 through December 31, 1997 (12 x $7,079.51 = $84,954.11). Therefore, it is agreed that subject to the provisions of Paragraph 7 below, the fixed rent shall be $77,874.66 per month during 1997.

If the Offer Space Inclusion Date occurs prior to a determination of the Fair Offer Rent as herein provided, then the amount to be paid by Tenant on account of Fair Offer Rent until such determination has been made shall be the average of the estimate set forth in Landlord’s Broker’s Letter and the estimate set forth in Tenant’s Broker’s Letter. After the Fair Offer Rent has been determined as aforesaid, any amounts theretofore paid by Tenant to Landlord on account of Annual Fixed. Rent in excess of the amount of Fair Offer Rent as finally determined shall be credited by Landlord against the next ensuing monthly Annual Fixed Rent payable by Tenant to Landlord or any deficiency in the Annual Fixed Rent shall be payable by Tenant to Landlord within thirty (30) days after such final determination. Promptly after the Fair Offer Rent has been determined, Landlord and Tenant shall execute and deliver an agreement setting forth the Fair Offer Rent, as finally determined, provided that the failure of the parties to do so shall not affect their respective rights and obligations hereunder.

(a) “annual fixed rent” of $ 1,019,450 for the period commencing on the day that is 16 months after the Commencement Date (the “Rent Commencement Date”) and ending on the last day of the month in which the fifth anniversary of the Rent Commencement Date occurs and $1,101,006 for the balance of the term of this lease; provided, however, that # if Tenant shall have been discharged as managing agent of the Building without cause (as determined pursuant to the management agreement of even date herewith between Landlord and Tenant) or if Landlord shall retain an entity other than Tenant as the exclusive leasing agent for the Building on or prior to the second anniversary of the Rent Commencement Date, the annual fixed rent for the balance of the period ending on the fifth anniversary of the Rent Commencement Date shall be reduced by the sum of $81,556 and the annual fixed rent for the balance of the stated term of the lease shall be $1,019,450; and # if such retention of another entity as exclusive leasing agent for the Building or discharge shall occur # with cause prior to the second anniversary of the Rent Commencement Date and without regard to the entity acting as exclusive leasing agent or # with or without cause thereafter, then the annual fixed rent shall be $1,019,450 during the last five years of the term of this lease or such portion thereof as shall remain after such discharge or retention, as the case may be.

（5） If Party C proposes to terminate the contract due to its own reasons within the term of the contract, with the consent of Party A, in addition to settling the rent according to the actual lease term, Party C shall also pay Party A liquidated damages at the rate of 10% of the annual fixed rent of the yacht marina in the first year.