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I. Design and Engineering. LESSEE shall commission and arrange for the design,
engineering, construction, and installation of the Tower, by its approved vendors. The Tower shall be
designed and engineered to support both LESSEE’s equipment and LESSOR’s lighting fixture, based on
TIA/EIA-222-G, ANSI’s seventh revision for Steel Antenna Towers and Antenna Supporting Structures.

2. Location. The Tower shall be erected on that area of the Property described or depicted
on Exhibit A attached to this Agreement.

3. Approvals. LESSEE shall assist LESSOR with applicable federal antenna structure
registration requirements. The Parties agree that they shall cooperate reasonably together to apply for
and obtain building permits for the project. Moreover, they agree that there shall be two separate
applications and building permits: (i) the first shall be for the Tower and surrounding compound,
including landline telephone, power, and fiber utilities to, and the security fence surrounding, the Tower
compound; and (ii) the second shall be for LESSEE’s ground-based equipment and LESSEE’s antennas

on the Tower.

4, Selection and Use of Third Party Contractors. LESSEE’s construction manager shall

coordinate activities related to the design, engineering, installation, and construction of the Tower. Since
LESSOR is the owner of the Property and will be the owner of the Tower, LESSEE will, to the greatest
extent practicable, arrange for all third-party work product — including engineering drawings, plans,
specifications, warranties, and the like — to run directly in favor of LESSOR.

5. Diligence Required: Timeframe. The Construction Phase shall be considered completed
upon the Commencement Date of the Lease Term (defined below in the Operational Phase section of this
Agreement.) During the Construction Phase, LESSEE shall diligently undertake and pursue the tasks
assigned to it with regard to the design, engineering, construction, and installation of the Tower so that
the Tower is completed and ready for installation of lighting fixtures and communications equipment and
related appurtenances as expeditiously as possible.

6. Ownership. At all times and for all purposes the Tower, and all related materials -
including, but not limited to, surveys, plans, engineering specifications, drawings, warranties, and the
like - shall be the property of LESSOR and not of LESSEE. LESSEE shall prepare and deliver to
LESSOR any and all documents of transfer, title, or the like, as may be required or convenient to
document and evidence the forgoing. The obligations of this Section shall survive termination of the

Lease.

7, Transfer of Lighting Fixture and Removal of Existing Tower. Following construction of
the Tower, LESSEE shall arrange for the instatlation of LESSOR’s lighting fixture equipment on the

Tower. Upon LESSOR’s satisfaction with the installation and operation of its lighting equipment on the
Tower and at the direction of LESSOR, LESSEE shail decommission and remove the existing light pole.

8. Transition to Operational Phase. As soon as practicable after completion of the Tower, the
compound surrounding the Tower, including the availability of utilities within the compound, and the
installation of LESSOR’s lighting fixture on the Tower and removal of existing tower, LESSEE shall
submit is application for a building permit for its ground-based equipment and antennas. The date of the
issuance of the building permit to LESSEE for its ground-based equipment and antennas shall trigger the
Commencement Date of the Lease (by the mechanism described in Section 3 below), and the

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Commencement Date shall mark both the end of the Construction Phase and the beginning of the
Operational Phase, at which time the following provisions shall apply:

9. Role of City. This Agreement binds Lessor only in its capacity as Owner of the
Property. Nothing herein shail be construed to oblige the City of Nashua to grant any land use, building,
or other permits.

B. Operational Phase

l. PREMISES. LESSOR hereby leases to LESSEE a portion of that certain space (the
“Tower Space”) on the LESSOR’s Tower, together with a parcel of land (the “Land Space”) sufficient for
the installation of LESSEE’s ground-based equipment; together with the non-exclusive right (“the Right of
Way’) for ingress and egress, seven (7) days a week, twenty-four (24) hours a day, on foot or motor vehicle,
including trucks, and for the installation and maintenance of utility wires, poles, cables, conduits, and pipes
over, under, or along a twenty foot (20’) wide right-of-way extending from the nearest public right-of-way
to the Land Space; and together with any further rights of way (the “Further Rights of Way”) over and
through the Property between the Land Space and the Tower Space for the installation and maintenance of
utility wires, poles, cables, conduits, and pipes. The Tower Space, Land Space, Right of Way and Further
Rights of Way, if any, are substantially described in Exhibit A, attached hereto and made a part hereof and
are collectively referred to hereinafter as the “Premises”.

In the event any public utility or similar service provider is unable to use the Right of Way or
Further Rights of Way, the LESSOR hereby agrees to grant an additional right-of-way(s) either to the
LESSEE or to the public utility or service provider at no cost to the LESSEE, provided that the location of
an additional right-of-way on the Property is deemed feasible by LESSOR.

LESSOR agrees the LESSEE shall have free access to the Tower at all times for the purpose of
installing and maintaining its equipment. LESSOR shall furnish LESSEE with necessary means of access
for the purpose of ingress and egress to this site and Tower location. It is agreed, however, that only
authorized engineers, employees, or properly authorized contractors of LESSEE or persons under their
direct supervision will be permitted to enter said premises, and that such access will cause no disruption

to City events or facilities.

2. SURVEY. LESSOR also hereby grants to LESSEE the right to survey the Property and the
Premises, and said survey shall then become Exhibit B which shall be attached hereto and made a part
hereof, and shall control in the event of boundary and access discrepancies between it and Exhibit A. Cost
for such work shail be borne by the LESSEE.

3. TERM; RENTAL.

a. This Agreement shall be effective as of the date of execution by both Parties,
provided, however, the initial lease term shall be for five (5) years and shall commence on the
Commencement Date (as hereinafter defined) at which time rental payments shall commence and be due
at a total annual rental of Forty Three Thousand Two Hundred Dollars ($43,200.00), to be paid in equal
monthly installments on the first day of the month, in advance, to LESSOR or to such other person, firm,
or place as LESSOR may, from time to time, designate in writing at least thirty 30) days in advance of
any rental payment date by notice given in accordance with Paragraph 25 below. The lease term shall

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commence based upon the date LESSEE is granted a building permit by the governmental agency charged
with issuing such permits, for LESSEE’s ground-based equipment and antennas. In the event the date on
which LESSEE is granted a building permit falls between the 1* and 15" of the month, then the lease
term shall commence on the 1* of that month, and if such date falls between the 16" and 31* of the
month, then the lease term shall commence on the 1 day of the following month (either the
“Commencement Date”).

b. Upon agreement of the Parties, LESSEE may pay rent by electronic funds
transfer and in such event, LESSOR agrees to provide to LESSEE bank routing information for such
purpose upon request of LESSEE.

c. LESSOR hereby agrees to provide to LESSEE certain documentation (the
“Rental Documentation”) evidencing LESSOR’s interest in, and right to receive payments under, this
Agreement, including without limitation: (i) (INTENTIONALLY DELETED}; (ii) a complete and fully
executed Internal Revenue Service Form W-9, or equivalent, in a form acceptable to LESSEE, for any
party to whom rental payments are to be made pursuant to this Agreement; and (iii) other documentation
requested by LESSEE in LESSEE’s reasonable discretion. From time to time during the Term of this
Agreement and within thirty (30) days of a written request from LESSEE, LESSOR agrees to provide
updated Rental Documentation in a form reasonably acceptable to LESSEE. The Rental Documentation
shall be provided to LESSEE in accordance with the provisions of and at the address given in Paragraph
25. Delivery of Rental Documentation to LESSEE shall be a prerequisite for the payment of any rent by
LESSEE and notwithstanding anything to the contrary herein, LESSEE shall have no obligation to make
any rental payments until Rental Documentation has been supplied to LESSEE as provided herein.
LESSEE acknowledges and agrees that the executed W-9 attached to this agreement as Exhibit “C” is
sufficient Rental Documentation for these purposes.

d. With respect to any party succeeding to the LESSOR’s interest, LESSEE shall
have no obligation to make any rental payments to any such assignee(s), transferee(s) or other
successor(s) in interest until LESSEE has received Rental Documentation in the manner set forth in the
preceding paragraph. Until such receipt, LESSEE shall continue to pay rent to LESSOR.

4, EXTENSIONS. This Agreement shall automatically be extended for four (4) additional
five (5) year terms unless LESSEE terminates it at the end of the then current term by giving LESSOR
written notice of the intent to terminate at least six (6) months prior to the end of the then current term.

5. EXTENSION RENTALS. During the initial term and all subsequent extensions under
Paragraph 4 above, or Paragraph 6 below, the annual rental will increase on each yearly anniversary of the
Commencement Date in an amount equal to two percent (2.0%) of the previous year’s annual rent.

6. ADDITIONAL EXTENSIONS. If at the end of the fourth (4th) five (5) year extension
term this Agreement has not been terminated by either Party by giving to the other written notice of an
intention to terminate it at least three (3) months prior to the end of such term, this Agreement shall continue
in force upon the same covenants, terms, and conditions for a further term of five (5) years and for five (5)
year terms thereafter until terminated by either Party by giving to the other written notice of its intention to
so terminate at least three (3) months prior to the end of such term. The initial term and all extensions shall

be collectively referred to herein as the “Term”.

7. TAXES. LESSEE shall have the responsibility to pay, no later than the due date, any
personal property, real estate taxes, assessments, or charges owed on the Property which is the result of
LESSEE’s use of the Premises and/or the installation, maintenance, and operation of the LESSEE’s
improvements, and any sales tax imposed on the rent (except to the extent that LESSEE is or may
become exempt from the payment of sales tax in the jurisdiction in which the Property is located),
including any increase in real estate taxes at the Property which arises from the LESSEE’s improvements
and/or LESSEE’s use of the Premises. Notwithstanding the foregoing, LESSEE shall not have the
obligation to pay any tax, assessment, or charge that LESSEE is disputing in good faith in appropriate
proceedings prior to a final determination that such tax is properly assessed provided that no lien attaches
to the Property. Nothing in this Paragraph shall be construed as making LESSEE liable for any portion of
LESSOR’s income taxes in connection with any Property or otherwise.

LESSEE shall have the right, at its sole option and at its sole cost and expense, to appeal,
challenge or seek modification of any tax assessment or billing for which LESSEE is wholly or partly
responsible for payment. In the event that as a result of any appeal or challenge by LESSEE, there is a
reduction, credit or repayment received by the LESSOR for any taxes previously paid by LESSEE,
LESSOR agrees to promptly reimburse to LESSEE the amount of said reduction, credit or repayment.

In addition to the forgoing, the Parties agree that the following provisions of NH RSA 72:23 1.{b)
as the same may be amended from time-to-time, are an essential part of this agreement:

e failure of the LESSEE to pay the duly assessed persona! and real estate taxes when due shall be
cause to terminate said lease or agreement by the LESSOR.

* The LESSEE’s obligations extend to the payment of both current and potential real and personal
property taxes, and expressly extends to real and personal property taxes on structures or
improvements added and owned by the LESSEE.

8. USE. GOVERNMENTAL APPROVALS. LESSEE shali use the Premises for the
purpose of constructing, maintaining, repairing, and operating a communications facility and uses
incidental thereto. All improvements, equipment, antennas, and conduits of LESSEE shall be at
LESSEE’s expense and their installation shall be at the discretion and option of LESSEE. LESSEE shall
have the right to replace, repair, add, or otherwise modify its utilities, equipment, antennas and/or
conduits, or any portion thereof, and the frequencies over which the equipment operates, whether the
equipment, antennas, conduits, or frequencies are specified or not on any exhibit attached hereto, with no
increase in rent, during the Term. It is understood and agreed that LESSEEF’s ability to use the Premises
is contingent upon its obtaining after the execution date of this Agreement all of the certificates, permits
and other approvals (collectively the “Governmental Approvals”) that may be required by any Federal,
State or Loca! authorities as well as satisfactory soil boring tests and structural analysis which will permit
LESSEE use of the Premises as set forth above. LESSOR shall cooperate with LESSEE in its effort to
obtain such approvals and shall take no action which would adversely affect the status of the Property
with respect to the proposed use thereof by LESSEE. In the event that (i) any of such applications for
such Governmental Approvals should be finally rejected; (ii) any Governmental Approval issued to
LESSEE is canceled, expires, lapses, or is otherwise withdrawn or terminated by governmental authority;
(iii) LESSEE determines that such Governmental Approvals may not be obtained in a timely manner; (iv)
LESSEE determines that any soil boring tests or structural analysis is unsatisfactory; (v) LESSEE
determines that the Premises is no longer technically or structurally compatible for its use, or (Vi)

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LESSEE, in its sole discretion, determines that the use the Premises is obsolete or unnecessary, LESSEE
shall have the right to terminate this Agreement. Notice of LESSEE’s exercise of its right to terminate
shall be given to LESSOR in writing by certified mail, return receipt requested, and shall be effective
upon the mailing of such notice by LESSEE, or upon such later date as designated by LESSEE. All
rentals paid to said termination date shall be retained by LESSOR. Upon such termination, this
Agreement shall be of no further force or effect except to the extent of the representations, warranties,
and indemnities made by each Party to the other hereunder. Otherwise, the LESSEE shall have no
further obligations for the payment of rent to LESSOR. If LESSEE terminates this Agreement before full
reimbursement of the Project Costs, it shall forfeit its right to recover the balance of the Project Costs

remaining unreimbursed as of that time.

9, INDEMNIFICATION. Subject to Paragraph 10 below, each Party shall indemnify and
hold the other harmless against any claim of liability or loss from personal injury or property damage
resulting from or arising out of the negligence or willful misconduct of the indemnifying Party, its
employees, contractors, or agents, except to the extent such claims or damages may be due to or caused

by the negligence or willful misconduct of the other Party, or its employees, contractors or agents.

10. INSURANCE.

a. The Parties hereby waive and release any and all rights of action for negligence
against the other which may hereafter arise on account of damage to the Premises or to the Property,
resulting from any fire, or other casualty of the kind covered by fire insurance policies carried by the
Parties. These waivers and releases shall apply between the Parties and they shall also apply to any
claims under or through either Party as a result of any asserted right of subrogation. All such policies of
insurance obtained by either Party concerning the Premises or the Property shalt waive the insurer’s right
of subrogation against the other Party.

b. LESSEE agrees that at its own cost and expense, it will maintain commercial
general liability insurance with limits not less than $2,000,000 for injury to or death of one or more
persons in any one occurrence and $1,000,000 for damage or destruction to property in any one
occurrence; or $3,000,000 combined single limit coverage for bodily injury and property damage.
LESSEE agrees that it will include the LESSOR as an additional insured.

Ii. LIMITATION OF LIABILITY. Except for indemnification pursuant to Paragraphs 9
and 31, neither Party shall be liable to the other, or any of their respective agents, representatives,
employees for any lost revenue, lost profits, loss of technology, rights or services, incidental, punitive,
indirect, special or consequential damages, loss of data, or interruption or loss of use of service, even if
advised of the possibility of such damages, whether under theory of contract, tort (including negligence),

strict liability or otherwise.

12. ANNUAL TERMINATION. Notwithstanding anything to the contrary contained herein,
provided LESSEE is not in default hereunder beyond applicable notice and cure periods, LESSEE shall
have the right to terminate this Agreement upon the annual anniversary of the Commencement Date
provided that three (3) months prior notice is given to LESSOR. .

13. [INTENTIONALLY DELETED.]

14. TOWER COMPLIANCE. LESSOR covenants that it will keep the Tower in good repair
as required by all Laws (as defined in Paragraph 35 below). The LESSOR shall also comply with all
rules and regulations enforced by the Federal Communications Commission with regard to the lighting,
marking, and painting of towers. If the LESSOR fails to make such repairs, including maintenance, the
LESSEE may make the repairs at its sole cost and expense.

No materials may be used in the installation of the antennas or transmission lines that will cause
corrosion or rust or deterioration of the Tower structure or its appurtenances. All antenna(s) on the Tower
must be identified by a marking fastened securely to its bracket on the Tower and all transmission lines are
to be tagged at the conduit opening where it enters any user’s equipment space. Throughout the Term,
LESSOR shall supply to LESSEE copies of all structural analysis reports that are done with respect to the
Tower promptly after the completion of the same.

15. INTERFERENCE. LESSEE agrees to install equipment of the type and frequency which
will not cause harmful interference which is measurable in accordance with then existing industry
standards to any equipment of LESSOR or other lessees of the Property which existed on the Property
prior to the date this Agreement is executed by the Parties. In the event any after-installed LESSEE’s
equipment causes such interference, and after LESSOR has notified LESSEE in writing of such
interference, LESSEE will take all commercially reasonable steps necessary to correct and eliminate the
interference, including but not limited to, at LESSEE’s option, powering down such equipment and later
powering up such equipment for intermittent testing. In no event will LESSOR be entitled to terminate
this Agreement or relocate the equipment as long as LESSEE is making a good faith effort to remedy the
interference issue. LESSOR agrees that LESSOR and/or any other tenants of the Property who currently
have or in the future take possession of the Property will be permitted to install only such equipment that
is of the type and frequency which will not cause harmful interference which is measurable in accordance
with then existing industry standards to the then existing equipment of LESSEE. The Parties
acknowledge that there will not be an adequate remedy at law for noncompliance with the provisions of
this Paragraph and therefore, either Party shall have the right to equitable remedies, such as, without
limitation, injunctive relief and specific performance.

16. REMOVAL AT END OF TERM. LESSEE shall, upon expiration of the Term, or within
ninety (90) days after any earlier termination of the Agreement, remove its ground-based equipment,
antenna(s), conduits, fixtures, and all personal property and restore the Premises to its original condition,
reasonable wear and tear and casualty damage excepted. LESSOR agrees and acknowledges that all of
the equipment, conduits, fixtures, and personal property of LESSEE shall remain the personal property of
LESSEE and LESSEE shall have the right to remove the same at any time during the Term, whether or
not said items are considered fixtures and attachments to real property under applicable Laws. If such
time for removal causes LESSEE to remain on the Premises after termination of this Agreement,
LESSEE shall pay rent at the then existing monthly rate or on the existing monthly pro-rata basis if based
upon a longer payment term, until such time as the removal of its equipment, antenna(s), fixtures and all

personal property are completed.

17. HOLDOVER. LESSEE has no right to retain possession of the Premises or any part
thereof beyond the expiration of that removal period set forth in Paragraph 16 herein, unless the Parties
are negotiating a new lease or lease extension in good faith. In the event that the Parties are not in the
process of negotiating a new lease or lease extension in good faith, LESSEE holds over in violation of
Paragraph 16 and this Paragraph 17, then the rent then in effect payable from and after the time of the

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expiration or earlier removal period set forth in Paragraph 16 shall equal to 150% of the rent applicable
during the month immediately preceding such expiration or earlier termination.

18. RIGHT OF FIRST REFUSAL. If LESSOR elects, during the Term (i) to sell or
otherwise transfer all or any portion of the Property, whether separately or as part of a larger parcel of
which the Property is a part, or (ii) to grant to a third party by easement or other legal instrument an
interest in and to that portion of the Property occupied by LESSEE, or a larger portion thereof, for the
purpose of operating and maintaining communications facilities or the management thereof, with or
without an assignment of this Agreement to such third party, LESSEE shall have the right of first refusal
to meet any bona fide offer of sale or transfer on the same terms and conditions of such offer. If LESSEE
fails to meet such bona fide offer within thirty (30) days after written notice thereof from LESSOR,
LESSOR may sell or grant the easement or interest in the Property or portion thereof to such third person
in accordance with the terms and conditions of such third party offer.

19, RIGHTS UPON SALE. Should LESSOR, at any time during the Term decide (i) to sell
or transfer all or any part of the Property to a purchaser other than LESSEE, or (ii) to grant to a third
party by easement or other legal instrument an interest in and to that portion of the Property occupied by
LESSEE, or a larger portion thereof, for the purpose of operating and maintaining communications
facilities or the management thereof, such sale or grant of an easement or interest therein shall be under
and subject to this Agreement and any such purchaser or transferee shall recognize LESSEE’s rights
hereunder under the terms of this Agreement. To the extent that LESSOR grants to a third party by
easement or other legal instrument an interest in and to that portion of the Property occupied by LESSEE
for the purpose of operating and maintaining communications facilities or the management thereof and in
conjunction therewith, assigns this Agreement to said third party, LESSOR shall not be released from its
obligations to LESSEE under this Agreement, and LESSEE shall have the right to look to LESSOR and
the third party for the full performance of this Agreement.

20. QUIET ENJOYMENT. LESSOR covenants that LESSEE, on paying the rent and
performing the covenants herein, shall peaceably and quietly have, hold and enjoy the Premises.

21, TITLE. LESSEE shall perform its own title search to satisfy itself as to the title to the
Property. LESSOR represents and warrants that it has full authority to enter into and execute this
Agreement, and that, to the LESSOR’s best knowledge, there are no liens, judgments or impediments of
title on the Property, or affecting LESSOR’s title to the same and that there are no covenants, easements
or restrictions which prevent or adversely affect the use or occupancy of the Premises by LESSEE as set

forth above.

22. INTEGRATION. It is agreed and understood that this Agreement contains all
agreements, promises and understandings between LESSOR and LESSEE and that no verbal or oral
agreements, promises or understandings shall be binding upon either LESSOR or LESSEE in any
dispute, controversy or proceeding at law, and any addition, variation or modification to this Agreement
shall be void and ineffective unless made in writing signed by the Parties. In the event any provision of
the Agreement is found to be invalid or unenforceable, such finding shall not affect the validity and
enforceability of the remaining provisions of this Agreement. The failure of either Party to insist upon
strict performance of any of the terms or conditions of this Agreement or to exercise any of its rights
under the Agreement shall not waive such rights and such Party shall have the right to enforce such rights

at any time and take such action as may be lawful! and authorized under this Agreement, in law or in
equity.

23. GOVERNING LAW. This Agreement and the performance thereof shall be governed,
interpreted, construed, and regulated by the Laws of the State of New Hampshire. Any action in law or in
equity alleging breach of this lease or which is in any way referable thereto shall be brought in the
Hillsborough County New Hampshire Superior Court for the Southern Judicial District or the New
Hampshire 9" Circuit Court situate in Nashua, and not elsewhere

24. ASSIGNMENT. This Agreement may be sold, assigned or transferred by the LESSEE
without any approval or consent of the LESSOR to the LESSEE’s principal, affiliates, subsidiaries of its
principal or to any entity which acquires all or substantially all of LESSEE’s assets in the market defined
by the Federal Communications Commission in which the Property is located by reason of a merger,
acquisition or other business reorganization. As to other parties, this Agreement may not be sold, assigned
or transferred without the written consent of the LESSOR, which such consent will not be unreasonably
withheld, delayed or conditioned. No change of stock ownership, partnership interest or control of
LESSEE or transfer upon partnership or corporate dissolution of LESSEE shall constitute an assignment

hereunder,

25, NOTICES. Al! notices hereunder must be in writing and shali be deemed validly given if
sent by certified mail, return receipt requested or by commercial courier, provided the courier’s regular
business is delivery service and provided further that it guarantees delivery to the addressee by the end of
the next business day following the courier’s receipt from the sender, addressed as follows (or any other
address that the Party to be notified may have designated to the sender by like notice):

LESSOR: City of Nashua
PO Box 2019, 229 Main Street
Nashua, New Hampshire, 03061

LESSEE: Cellco Partnership
d/b/a Verizon Wireless
180 Washington Valley Road
Bedminster, New Jersey 07921
Attention: Network Real Estate

Notice shall be effective upon actual receipt or refusal as shown on the receipt obtained pursuant
to the foregoing.

26. SUCCESSORS. This Agreement shall extend to and bind the heirs, personal
representative, successors and assigns of the Parties hereto.

27. SUBORDINATION AND NON-DISTURBANCE. LESSOR shail obtain not later than
fifteen (15) days following the execution of this Agreement, a Non-Disturbance Agreement, as defined
below, from its existing mortgagee(s), ground lessors and master lessors, if any, of the Property. At
LESSOR’s option, this Agreement shall be subordinate to any future master lease, ground lease,
mortgage, deed of trust or other security interest (a “Mortgage”) by LESSOR which from time to time
may encumber all or part of the Property or right-of-way, provided, however, as a condition precedent to

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LESSEE being required to subordinate its interest in this Agreement to any future Mortgage covering the
Property, LESSOR shall obtain for LESSEE’s benefit a non-disturbance and attornment agreement for
LESSEE’s benefit in the form reasonably satisfactory to LESSEE, and containing the terms described
below (the “Non-Disturbance Agreement”), and shall recognize LESSEE’s right to remain in occupancy
of and have access to the Premises as long as LESSEE is not in default of this Agreement beyond
applicable notice and cure periods. The Non-Disturbance Agreement shall include the encumbering
party’s (‘‘Lender’s”) agreement that, if Lender or its successor-in-interest or any purchaser of Lender’s or
its successor’s interest (a “Purchaser”) acquires an ownership interest in the Property, Lender or such
successor-in-interest or Purchaser will (1) honor all of the terms of the Agreement, (2) fulfill LESSOR’s
obligations under the Agreement, and (3) promptly cure all of the then-existing LESSOR defaults under
the Agreement. Such Non-Disturbance Agreement must be binding on all of Lender’s participants in the
subject loan (if any) and on all successors and assigns of Lender and/or its participants and on all
Purchasers. In return for such Non-Disturbance Agreement, LESSEE will execute an agreement for
Lender’s benefit in which LESSEE (1) confirms that the Agreement is subordinate to the Mortgage or
other real property interest in favor of Lender, (2) agrees to attorn to Lender if Lender becomes the
owner of the Property and (3) agrees to accept a cure by Lender of any of LESSOR’s defaults, provided
such cure is completed within the deadline applicable to LESSOR. In the event LESSOR defaults in the
payment and/or other performance of any mortgage or other real property interest encumbering the
Property, LESSEE, may, at its sole option and without obligation, cure or correct LESSOR’s default and
upon doing so, LESSEE shall be subrogated to any and all rights, titles, liens and equities of the holders
of such mortgage or other real property interest and LESSEE shall be entitled to deduct and setoff against
all rents that may otherwise become due under this Agreement the sums paid by LESSEE to cure or

correct such defaults.

28. RECORDING. LESSOR agrees to execute a Memorandum of this Agreement which
LESSEE may record with the appropriate recording officer. The date set forth in the Memorandum of
Lease is for recording purposes only and bears no reference to commencement of either the Term or rent

payments.
29. DEFAULT.

a. In the event there is a breach by LESSEE with respect to any of the provisions of
this Agreement or its obligations under it, including the payment of rent, LESSOR shall give LESSEE
written notice of such breach. After receipt of such written notice, LESSEE shall have fifteen (15) days
in which to cure any monetary breach and thirty (30) days in which to cure any non-monetary breach,
provided LESSEE shall have such extended period as may be required beyond the thirty (30) days if the
nature of the cure is such that it reasonably requires more than thirty (30) days and LESSEE commences
the cure within the thirty (30) day period and thereafter continuously and diligently pursues the cure to
completion. LESSOR may not maintain any action or effect any remedies for default against LESSEE
unless and until LESSEE has failed to cure the breach within the time periods provided in this Paragraph.

b. In the event there is a breach by LESSOR with respect to any of the provisions
of this Agreement or its obligations under it, LESSEE shall give LESSOR written notice of such breach.
After receipt of such written notice, LESSOR shall have thirty (30) days in which to cure any such
breach, provided LESSOR shall have such extended period as may be required beyond the thirty (30)
days if the nature of the cure is such that it reasonably requires more than thirty (30) days and LESSOR
commences the cure within the thirty (30) day period and thereafter continuously and diligently pursues

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the cure to completion. LESSEE may not maintain any action or effect any remedies for default against
LESSOR unless and until LESSOR has failed to cure the breach within the time periods provided in this
Paragraph. Notwithstanding the foregoing to the contrary, it shall be a default under this Agreement if
LESSOR fails, within five (5} business days after receipt of written notice of such breach, to perform an
obligation required to be performed by LESSOR if the failure to perform such an obligation interferes
with LESSEE’s ability to conduct its business on the Property; provided, however, that if the nature of
LESSOR’s obligation is such that more than five (5) business days after such notice is reasonably
required for its performance, then it shall not be a default under this Agreement if performance is
commenced within such five (5) business day period and thereafter diligently pursued to completion.

30. REMEDIES. Upon a default, the non-defaulting Party may at its option (but without
obligation to do so), perform the defaulting Party’s duty or obligation on the defaulting Party’s behalf,
including but not limited to the obtaining of reasonably required insurance policies. The costs and
expenses of any such performance by the non-defaulting Party shail be due and payable by the defaulting
Party upon invoice therefor. In the event of a default by either Party with respect to a material provision
of this Agreement, without limiting the non-defaulting Party in the exercise of any right or remedy which
the non-defaulting Party may have by reason of such default, the non-defaulting Party may terminate the
Agreement and/or pursue any remedy now or hereafter available to the non-defaulting Party under the
Laws or judicial decisions of the state in which the Premises are located. If either Party so performs any
of the other Party’s obligations hereunder, the full amount of the reasonable and actual cost and expense
incurred by the performing Party shall immediately be owing by the other party, and shall be paid upon
demand the full undisputed amount thereof with interest thereon from the date of payment at the greater
of (i) ten percent (10%) per annum, or (ii) the highest rate permitted by applicable Laws.
Notwithstanding the foregoing, if the other Party does not pay the performing Party the full undisputed
amount within thirty (30) days of its receipt of an invoice setting forth the amount due, said amount due
may be offset against or added to all fees due and owing to LESSOR until the full undisputed amount,
including all accrued interest, is fully reimbursed to the performing Party.

3k. ENVIRONMENTAL.

a. LESSOR wil! be responsible for all obligations of compliance with any and all
environmental and industrial hygiene laws, including any regulations, guidelines, standards, or policies
of any governmental authorities regulating or imposing standards of liability or standards of conduct with
regard to any environmental or industrial hygiene conditions or concerns as may now or at any time
hereafter be in effect, that are or were in any way related to activity now conducted in, on, or in any way
related to the Property, unless such conditions or concerns are caused by the specific activities of
LESSEE in the Premises.

b. LESSOR shall hold LESSEE harmless and indemnify LESSEE from and assume
all duties, responsibility and ability at LESSOR’s sole cost and expense, for all duties, responsibilities,
and liability (for payment of penalties, sanctions, forfeitures, losses, costs, or damages) and for
responding to any action, notice, claim, order, summons, citation, directive, litigation, investigation or
proceeding which is in any way related to: a) failure to comply with any environmental! or industrial
hygiene law, including without limitation any regulations, guidelines, standards, or policies of any
governmental authorities regulating or imposing standards of liability or standards of conduct with regard
to any environmental or industrial hygiene concerns or conditions as may now or at any time hereafter be
in effect, unless such non-compliance results from conditions caused by LESSEE; and b) any

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