Taxes:
     Personal Property Taxes:  Lessee shall pay before delinquency all taxes, 
assessments, license fees, and other charges ("taxes") that are levied and as-
sessed against Lessee's personal property installed or located in or on the 
premises, and that become payable during the Term.
     Real Property Taxes:  Lessee shall pay real estate property taxes and 
assessments which are assessed against the premises after commencement of the 
Term hereof.  Lessor will promptly advise Lessee of all notices, levies and 
assessments of taxes received in connection with the premises and payment 
required of Lessee hereunder will be made by Lessee before the same become 
delinquent; except that Lessee shall have the right, at its election and 
expense, to contest in the name of Lessor, any tax, levy or assessment for 
which Lessee may be required to reimburse Lessor, in whole or in part, so long 
as the contesting thereof is not prejudicial to Lessor, and Lessor covenants 
and agrees to execute any documents necessary to perfect right to allow any 
assessment or any other charge Lessee is required to pay hereunder to go to 
bond or otherwise defer payment thereon for the maximum lawful period.  In the 
event that any such obligation is so deferred, Lessee shall only be liable for 
that portion thereof with interest thereon which falls due during the Term or 
extensions hereof.
     Proration:  In the event the premises are less than the entire property 
assessed for real property taxes for any tax year, then the tax for any such 
year applicable to the premises shall be determined by proration on the basis 
that the rentable floor area of the premises bears to the rentable floor area 
of the entire property assessed.  Should the Term hereof commence or expire at 
any time other than the beginning or end of a taxable year, the amount of such 
taxes to be paid by or credited to Lessee shall be prorated so as to include 
only that portion of the year which is a part of the Term or extension hereof.
     Tax on Improvements:  In the event the premises is a portion of a multi-
tenant building, Lessee shall not be liable for real property taxes attribut-
able to additional improvements to the building in which the premises are 
located that are constructed after the commencement of this Lease, unless the 
additional improvements are constructed for Lessee's sole benefit.
     Substitute Taxes:  Lessee shall not be required to pay any municipal, 
county, state, or federal income or franchise taxes of Lessor, or any munici-
pal, county, state or federal estate, succession, inheritance, or transfer 
taxes of Lessor.  If at any time during the Term the laws concerning the 
methods of real property taxation prevailing at the commencement of the Term 
are changed so that a tax or excise on rents or any other such tax, however
described, is levied or assessed against Lessor as a direct substitution in 
whole or in part for any real property taxes, Lessee shall pay before delin-
quency (but only to the extent that it can be ascertained that there has been 
a substitution and that as a result Lessee has been relieved from the payment 
of real property taxes it would otherwise have been obligated to pay) the sub-
stitute tax or excise on rents.  Lessee's share of any tax or excise on rent 
shall be substantially the same as, and a substitute for, the payment of such 
real property taxes as provided in this Lease.

     Taxes and Assessments:  Lessor shall bear and pay at its sole cost and 
expense all of the general real estate taxes and any ordinary and special as-
sessments imposed or charged against the demised premises.

     Taxes:
     Personal Property Taxes:  Lessee shall pay before delinquency all taxes, 
assessments, license fees, and other charges ("taxes") that are levied and as-
sessed against Lessee's personal property installed or located in or on the 
premises, and that become payable during the Term.
     Real Property Taxes:  Lessor shall pay all real property taxes and gener-
al and special assessments ("real property taxes") on the premises, provided 
however, Lessee shall pay its proportionate share of all increases in real 
property taxes over and above those real property taxes levied and assessed 
against the premises for the base year, which is the tax fiscal year _______.
If the premises have not yet been assessed as a fully completed unit, the base 
year shall be the fiscal year following the first full tax fiscal year in 
which the premises are fully assessed in its completed share.  Each year Les-
sor shall notify Lessee of Lessee's proportionate share of the real property 
taxes and together with such notice shall furnish Lessee with a copy of the 
tax statement including the tax statement for the base year.  Lessee shall 
reimburse Lessor for Lessee's proportionate share of the increase in the real 
property taxes semiannually not later than ten (10) days after receipt of the 
tax statement, whichever is later, except that Lessee shall have the right, at 
its election and expense, to contest, in the name of Lessor, any tax, levy or 
assessment for which Lessee may be required to reimburse Lessor, in whole or 
in part, so long as the contesting thereof is not prejudicial to Lessor, and 
Lessor covenants and agrees to execute any documents necessary to perfect Les-
see's rights of contest herein contained.  Lessee shall have the right to al-
low any assessment or any other charge Lessee is required to pay hereunder to 
go to bond or otherwise defer payment thereon for the maximum lawful period.
In the event that any such obligation is so deferred, Lessee shall only be 
liable for that portion thereof with interest thereon which falls due during 
the Term hereof.
     Proration:  In the event the premises are less than the entire property 
assessed for real property taxes for any tax year, then the tax for any such 
year applicable to the premises shall be determined by proration on the basis 
that the rentable floor area of the premises bears to the rentable floor area
of the entire property assessed.  Should the Term hereof commence or expire at 
any time other than the beginning or end of a taxable year, the amount of such 
taxes to be paid by or credited to Lessee shall be prorated so as to include 
only that portion of the year which is a part of the Term or extension hereof.
     Tax on Improvements:  In the event the premises is a portion of a multi-
tenant building, Lessee shall not be liable for the increases in real property 
taxes (whether the increases result from increased rate and/or valuation) at-
tributable to additional improvements to the building in which the premises 
are located that are constructed for Lessee's sole benefit.  If any improve-
ments are constructed after the base tax year, real property taxes attribut-
able to those additional improvements for the fiscal tax year in which they 
are assessed as a fully completed unit shall be added to the real property 
taxes for the base tax year for the purpose of computing Lessee's liability 
for real property tax increases.  After that time, Lessee's liability for real 
property tax increases that Lessee would be liable for but for such additional 
improvements shall be reduced in the same ratio that the total amount of real 
property taxes for the base tax year (including any taxes added to the taxes 
for the base tax year) bears to the total amount of real property taxes attri-
butable to additional improvements that were added to the real property taxes 
for the base year.
     Substitute Taxes:  Lessee shall not be required to pay any municipal, 
county, state or federal income or franchise taxes of Lessor, or any munici-
pal, county, state or federal estate, succession, inheritance, or transfer 
taxes of Lessor.  If at any time during the Term the laws concerning the 
methods of real property taxation prevailing at the commencement of the Term 
are changed so that a tax or excise on rents or any other such tax, however 
described, is levied or assessed against Lessor as a direct substitution in 
whole or in part for any real property taxes, Lessee shall pay before delin-
quency (but only to the extent that it can be ascertained that there has been 
a substitution and that as a result Lessee has been relieved from the payment 
of real property taxes it would otherwise have been obligated to pay) the sub-
stitute tax or excise on rents.  Lessee's share of any tax or excise on rent 
shall be substantially the same as, and a substitute for, the payment of such 
real property taxes as provided in this Lease.

     Taxes:  The Lessor covenants and agrees to pay all real estate taxes and 
assessments of any type which may be levied and assessed upon the demised 
premises.

                                    Taxes

     1.  Lessee covenents and agrees to pay promptly when due all business 
taxes, assessments, levies, license fees, water rent, sewer rent, excises, 
franchises, imposts, penalties and charges, general and specific, ordinary and 
extraordinary, of whatever name, nature and kind which are now or may hereaf-
ter be levied, assessed, charged or imposed, during the term of this lease, by 
any governmental or political body, corporation or unit, or which are or may 
become a lien upon this lease or the demised premises by Lessee.  Provided, 
however, that the Lessee, upon written notice to the Lessor, may elect to con-
test the validity of, or defend against in its own name or in the name of the 
Lessor, any tax, assessment, levy, license fee, water rent, sewer rent, ex-
cise, franchise, impost, penalty or charge which by the terms of this lease 
the Lessee is bound to pay or discharge.
     Provided further, that the Lessor may, at his option, pay or discharge 
any tax, debt, liability or lien which by the terms of Section 1 of this Arti-
cle is to be paid or discharged by the Lessee in the event of the failure 
of the Lessee to pay or discharge the same, when the same becomes due and 
payable and any payments so made by the Lessor shall constitute a lien against 
the estate and interest of the Lessee under this lease and shall be recover-
able by the Lessor from the Lessee with legal interest from the date of pay-
ment as though such a sum constituted additional rental under the terms of 
this lease.
     2.  Lessor covenants and agrees to pay all real estate taxes and assess-
ments which may be levied and assessed upon the demised premises during the 
term thereof.

Real Property Taxes

     Payment of Taxes:  Lessee shall pay all real property taxes applicable to 
the Premises during the term of this Lease.  All such payments shall be made 
at least ten (10) days prior to the delinquency date of such payment.  Lessee 
shall promptly furnish Lessor with satisfactory evidence that such taxes have 
been paid.  If any such taxes paid by Lessee shall cover any period of the 
time prior to or after the expiration of the term hereof, Lessee's share of 
such taxes shall be equitably prorated to cover only the period of time within 
the tax fiscal year during which this Lease shall be in effect, and Lessor 
shall reimburse Lessee to the extent required.  If Lessee shall fail to pay 
any such taxes, Lessor shall have the right to pay the same, in which case 
Lessee shall repay such amount to Lessor with Lessee's next rent installment.
     Definition of "Real Property" Taxes:  As used herein, the term "Real
Property Tax" shall include any form of assessment, license fee, rent tax, 
levy, penalty, or tax (other than inheritance or estate taxes), imposed by any 
authority having the direct or indirect power to tax, including any city, 
county, state or federal government, or any school, agricultural, lighting, 
drainage or other improvement district thereof, as against any legal or equi-
table interest of Lessor in the Premises or in the real property of which the 
Premises are a part, as against Lessor's right to rent or other income there-
from, or as against Lessor's business of leasing the Premises, and, Lessee 
shall pay any and all charges and fees which may be imposed by the EPA or 
other similar government regulations or authorities.  Assessments which may at 
the option of Lessor be spread over a period of time, shall be spread for the 
maximum applicable available period and Lessee shall pay the pro rata portion 
of such assessment which relates to the monthly rental due hereunder.
     Joint Assessment:  If the Premises are not separately assessed, Lessee's 
liability shall be an equitable proportion of the real property taxes for all 
of the land and improvements included within the tax parcel assessed, such 
proportion to be determined from the respective valuations assigned in the 
assessor's work sheets or such other information as may be reasonably avail-
able in the same manner as apportioned prior to the term of this Lease.

     Personal Property Taxes:  Lessee shall pay prior to delinquency all taxes 
assessed against and levied upon leasehold improvements, trade fixtures, fur-
nishings, equipment and all other personal property of Lessee contained in the 
Premises or elsewhere.  Lessee shall cause said leasehold improvements, trade 
fixtures, furnishings, equipment and all other personal property to be as-
sessed and billed separately from the real property of Lessor.
     If any of Lessee's said personal property shall be assessed with Lessor's 
real property, Lessee shall pay Lessor the taxes attributable to Lessee within 
ten (10) days after receipt of a written statement setting forth the taxes ap-
plicable to Lessee's property.

     Taxes:  (a) Lessor shall pay before the same become delinquent any and 
all real estate taxes and other taxes, assessments and other levies assessed, 
levied or made against the leased premises, the building and land of which the 
leased premises are a part and Lessor's personal property therein or thereon.
     (b) Lessee agrees to pay as additional rent its proportionate share of 
the amount by which the real estate taxes payable with respect to the real 
property of which the leased premises are a part are increased during the term 
of this Lease over those real estate taxes against the same property paid in 
________ (hereinafter called the "base year"), provided that such taxes paid 
in the base year were for fully assessed values on a completed building.  This 
proportionate share shall be a percentage equal to the percentage that the 
square footage of the leased premises is of the total square footage of the 
building area of which the leased premises are a part.  The parties agree that 
this percentage is _____%.  Lessor shall submit to Lessee within a reasonable 
time after payment of the real estate taxes the amount claimed to be owed by 
Lessee pursuant to the terms of this paragraph, together with copies of tax 
bills and other evidence in support of such claim.  Lessee shall thereupon pay 
such amount to Lessor unless there is a dispute over such amount; any such 
dispute shall be resolved by the parties promptly in good faith.  It is not 
intended, however, that Lessee be required to pay any part of any increased 
tax assessments resulting from additional improvements constructed after the 
building of which the leased premises are a part has been fully completed and 
assessed.

     Taxes:  The Lessee shall, during the term of this lease, pay and dis-
charge all Real Estate Taxes, assessments, water and sewer rents imposed upon 
or become due and payable upon the Premises.  If by law any tax or assessment 
imposed upon the Premises may, at the option of the taxpayer, be paid in in-
stallments (whether or not interest may accrue on the unpaid balance of such 
tax or assessment), Lessee may exercise the option to pay the same (and any 
accrued interest on the unpaid balance of such tax or in assessment) install-
ments over the longest period allowed by law, and in such event, Lessee shall 
pay such installments as may become due during the term of this Lease.
     Lessee shall have the right to review, by legal proceedings instituted 
and conducted at Lessee's own expense and free of expense to Lessor, any such 
tax, assessment or water and sewer rent imposed upon or against the Premises; 
and Lessor shall join in any such proceedings and hereby agrees that the same 
may be brought in its name if the provisions of any law, rule or regulation 
shall require.  Lessee shall nevertheless pay and continue to pay, as the same 
becomes due and payable, such impositions under protest; and Lessee shall be 
entitled to any refund of any taxes, assessments or water and sewer rent.
Lessor shall not, without Lessee's prior approval, make or agree to any set-
tlement, compromise or other disposition of any such proceedings or discon-
tinue or withdraw any such proceedings or accept any refund.
     Both at the commencement and at the expiration of the term of this Lease, 
all taxes, assessments and water and sewer rents, whether accrued or prepaid, 
shall be apportioned between Lessor and Lessee.
     Lessor shall install or have installed all water, sewer and electrical 
lines for the general supply of water, sewer and electrical service to the 
Premises in accordance with all state and local regulations and cause to be 
accepted and approved by the state, county or local authority having jurisdic-
tion thereover all streets abutting the Premises.  In the event any assess-
ment, special or otherwise, is assessed against the Premises for any of the 
foregoing due to Lessor's failure to perform any of the above, the Lessor 
shall, at its own expense, discharge and pay such charges.

     LESSOR agrees to pay all real estate taxes and assessments levied against 
the herein demised premises except as otherwise provided in Paragraph _____ of 
this lease.

     LESSOR agrees to pay all real estate taxes and assessments levied against 
the herein demised premises except as otherwise provided below and in para-
graph (   ) of this lease.  LESSEE agrees to pay to the LESSOR promptly upon 
demand ______ per cent (    %) of any increase in the total amount of real 
estate taxes assessed or levied against the demised premises for any full fis-
cal tax year (and pro rata for any partial such year) included within the term 
of this lease that shall be greater than the total amount of such taxes as-
sessed or levied against said premises for the first full fiscal tax year af-
ter LESSEE enters into possession of the premises.

TAXES AND ASSESSMENTS:
     Lessor shall pay, prior to delinquency, all real estate taxes, assess-
ments, and charges which are levied, imposed, or assessed upon or against the 
leased premises.  If Lessor shall fail to pay any such taxes, assessments, or 
charges prior to delinquency, Lessee shall have the right to pay same and to 
deduct from any rent which may then or thereafter be due all amounts expended 
by Lessee in making such payment.

TAXES, ASSESSMENTS, AND UTILITY CHARGES:
     (a) Lessor shall pay, prior to delinquency, all real estate taxes, as-
sessments and charges which are levied, imposed, or assessed upon or against 
the leased premises.  If Lessor shall fail to pay any such taxes, assessments, 
or charges prior to delinquency, Lessee shall have the right to pay same and 
to deduct from any rent which may then or thereafter be due all amounts ex-
pended by Lessee in making such payment.
     (b) Lessee shall pay all charges for sewage disposal, janitorial servi-
ces, electricity, water and gas or other fuel consumed by it upon the leased 
premises.

     Taxes.  During the Initial Term of this Agreement, and any extensions 
thereof or until the termination, cancellation, or expiration of this Lease, 
Lessee shall pay, at its own cost and expense, upon prompt notice from Lessor, 
all real estate taxes and any and all assessments, including special assess-
ments, levied against Leased Premises which become due and payable during the 
term hereof.  Lessee's obligation to pay taxes and special assessments shall 
be contingent upon and subject to the following provisions and conditions:  
Lessee may take the benefit of the provisions of any statute or ordinance per-
mitting any special assessment to be paid over a period of time and Lessee 
shall be obligated to pay only the installments of such special assessments as 
become due and payable during the term hereof.  Any installment falling due 
after the expiration of the term hereof shall be payable by Lessor, even 
though such unpaid installments shall constitute liens until paid.
     Nothing in this Lease shall be construed to require Lessee to pay any 
franchise, income, sales, corporation, inheritance, succession, gift, estate, 
realty transfer, capital or other tax which may be charged or assessed against 
Lessor or any income, excess profit, or revenue tax, or any other tax which 
may be assessed against or become a lien upon Leased Premises or the rent ac-
cruing therefrom.  Lessee shall not be required to pay any tax upon the sale, 
transfer or assignment of the title or estate of Lessor in Leased Premises.
     Except if contested as hereinafter provided, Lessee upon due notice by 
Lessor or from the taxing authority, shall pay each tax, assessment, or in-
stallation thereof, before any fine, penalty, interest or cost may be added by 
nonpayment.
     Lessee shall not be required to pay any tax, assessment or other imposi-
tion required by the terms of this Lease to be paid so long as Lessee, at its 
own expense, shall, in good faith and with due diligence, contest the same or 
the validity thereof by appropriate legal proceedings.  In such case, Lessee 
may institute such proceedings in its own name or in the name of Lessor or in 
both names as may be necessary, provided, however, that Lessee shall take no 
action and shall delay no proceeding so as to jeopardize title of Lessor to 
Leased Premises.
     All funds received as a result of the rebate of tax, special assessment, 
or other imposition, or deriving from the reduction of the tax base, or deriv-
ing from any proceeding contesting the validity of such tax, special assess-
ment or other imposition, which funds are attributable to the period of Les-
see's occupancy to Leased Premises and payable by Lessee, shall belong to 
Lessee.
     If during the term of this Lease, or any extension thereof, the levy of 
any special assessments against Leased Premises is proposed and Lessor is 
notified or has notice thereof, and fails to notify Lessee thereof in writing 
promptly and without delay so that Lessee shall have ample time to protest 
such levy or assessment if Lessee so chooses, and if Lessee does not have ac-
tual knowledge thereof in ample time to protest against such levy or special 
assessment, then Lessee shall not be obligated to pay such special assessment 
or any installation thereof, and in such case Lessor agrees to pay such spe-
cial assessment and such installment thereof when due, and if Lessor shall 
fail so to do, Lessee shall have the right to pay the same plus any penalties 
and interest and deduct the amount thereof from rent due hereunder.
     If during the term of this Lease, or any extension thereof, an increase 
in the real estate tax rate or tax assessment of Leased Premises is proposed 
and Lessor is notified or has notice thereof and fails to notify Lessee there-
of in writing promptly and without delay so that Lessee shall have ample time 
to protest such increase and if Lessee does not have actual knowledge thereof 
in ample time to make such protest, and said rate or assessment is increased, 
Lessee shall not be obligated to pay the amount of such increase, but such 
amount shall be paid by Lessor and if Lessor fails so to do, Lessee may pay 
the same and deduct the amount thereof, plus penalties and interest, from the 
rent due hereunder.
     If, at any time during the Initial Term of this Lease, or during any ex-
tension thereof, a special assessment is levied against Leased Premises, which 
assessment shall be payable in full in less than three (3) years, such special 
assessment shall nevertheless, as between Lessor and Lessee, be deemed payable 
over a ten (10) year period.  In such case, Lessee shall pay such actual in-
stallments falling due, but if this Lease or extension thereof shall terminate 
for any reason (except for any default of Lessee) prior to the completion of 
the ten (10) year period deemed to exist as between Lessor and Lessee, then 
Lessor shall promptly pay to Lessee within thirty (30) days of such termination
a sum equal to the difference between any actual installments paid by Lessee
and the sum obtained by dividing the total assessment on Leased Premises by
one hundred twenty (120) and multiplying the resulting quotient by the number
of months between the date of the assessment and the termination of this Lease.

     IMPOSITIONS.
     Payment by Lessee.  Lessee shall pay to the Lessor as additional rent for 
the Leased Premises, all taxes (and increases thereof) and assessments, gener-
al and special, water rates and all other impositions, ordinary and extraordi-
nary, of every kind and nature whatsoever, which may be levied, assessed or 
imposed upon the Leased Premises, or any part thereof, or upon any improve-
ments at any time situated thereon, accruing or becoming due and payable 
during the term of this Lease ("Impositions").
     Included in the base rent specified in Section _____ is an amount of 
_________ which was the total of real estate taxes assessed on the Leased 
Premises for the year ______ and which was paid by the Lessor during ______ 
when due; therefore, only the increases, if any, during the term of this Lease 
over said _______ which are not covered by previous deposit payments by the 
Lessee shall be additional rent due to the Lessor under the provisions of this 
section.
     It is agreed, however, that commencing with real estate taxes due to be 
paid in 1981 for the year 1980, the Lessee's rent specified in Section _____ 
will be reduced year to year by an amount equal to any reduction of real 
estate tax under the amount of ______ less the Lessor's reasonable cost, if 
any, to achieve said reduction.
     Payments due under this section will be due and owing ______ days after 
presentation of evidence, but under no circumstances shall Lessee be required 
to pay any portion or pro-rata share of any increase in any Imposition which 
arises out of or results from improvements on the Common Area (as defined in 
Section _____) or other portions of Parcel A as described in that certain 65 
year lease between the _________________________________________________ dated 
_________________________.  Lessor represents and warrants that Parcel A is 
separately assessed by the appropriate taxing authority, and records of such 
separate assessment, including method of computation, are presently available 
for inspection by the public.  In no event shall Lessee be liable for any 
Impositions which accrue or are attributable to any period prior to the Com-
mencement date or subsequent to the date of termination of this Lease.
     Lessee's Option.  Notwithstanding anything contained in Section _____ to 
the contrary, Lessee shall have the option, at any time and from time to time, 
to pay directly to the assessing authorities, if permitted by law, any one or 
all of the Impositions.
     In the event that Lessee requests, and in the event Lessor shall not suf-
fer as a result of such request, Lessor shall use its best efforts, at 
Lessee's expense, to achieve a tax partition of Leased Premises from the other 
portion of Parcel A so that Lessee may receive a separate assessment.
     Alternative Taxes.  If at any time during the term of this Lease the 
method of taxation prevailing at the commencement of the term hereof shall be 
altered so that any new real estate tax, assessment, levy, imposition or 
charge, or any part thereof, shall be measured by or be based in whole or in 
part upon the Lease or the Leased Premises, or the rent, additional rent, or 
other income therefrom and shall be imposed upon Lessor, then all such taxes, 
assessments, levies, impositions or charges, or the part thereof, to the ex-
tent that they are so measured and based on the Leased Premises and that they 
exceed the sum of _____________________________________________ shall be 
deemed to be included within the term Impositions for the purposes hereof, to 
the extent that such Impositions would be payable if the Leased Premises were 
the only property of Lessor subject to such Impositions, and Lessee shall pay 
and discharge the same as herein provided in respect of the payment of Imposi-
tions.  There shall be excluded from Impositions all federal income taxes, 
federal excess profit taxes, franchise, capital stock, personal property sales 
tax, federal or state estate or inheritance taxes of Lessor.
     Deposits.  As security for reoccuring "Impositions" contained in this 
Article _____, Lessor may require Lessee to pay monthly to the Lessor commenc-
ing with the first month after payment of said "Imposition" as additional rent 
a sum equal to One-Twelfth (1/12) of the total amount of said "Impositions".
     Should such payment to the Lessor during any consecutive Twelve (12) month
period exceed the actual amount of said "Imposition", Lessee shall be refunded
the amount of said excess within Thirty (30) days after receipt from the
appropriate authorities of a final determination of the amount of any
"Imposition".
     Should such payment to the Lessor during any consecutive Twelve (12) 
month period be less than the actual amount of said "Imposition", the differ-
ence will be due and owing in accordance with the provisions of Section _____.
     Evidence of Payment.  Lessor shall deliver to Lessee duplicate receipts 
or photostatic copies thereof showing the payments of all Impositions within 
Thirty (30) days after the respective payments evidenced thereby.
     Right to Contest.  At any time after October 1, 1982, if the Lessee rea-
sonably believes that any Imposition or charge upon or against the Leased Pre-
mises, or any part thereof, or the improvements at any time situated thereon 
is unfair, excessive, or unreasonable, Lessee may request Lessor to assign 
Lessor's right to contest the same or the validity thereof, and the Lessor 
shall not withhold or delay such assignment.  Thereafter, Lessee may contest 
such Imposition or charge in appropriate legal proceedings.  However, if at 
any time during the continuance of such contest, the Leased Premises or any 
part thereof is, in the reasonable judgment of the Lessor, in immiment danger 
of being forfeited or lost, Lessor may require Lessee to pay to Lessor and 
Lessor shall forthwith remit such payment to the appropriate authority.  In 
the event, such funds payable by Lessee can be deposited in an escrow account 
pending the results of Lessee's contest, Lessee shall be entitled to interest 
on escrowed funds.

     Taxes and Assessments.  Lessee further agrees to pay as additional rent 
for the demised premises, all taxes and assessments, general and special, 
water rates, utilities and all other impositions, ordinary and extraordinary, 
of every kind and nature whatsoever, which may be levied, assessed or imposed 
upon the demised premises or any part thereof or upon any buildings or im-
provements at any time situated thereon, accruing or becoming due and payable 
during the term of this Lease and any extension thereof, provided, however, 
that the general taxes levied against the demised premises shall be prorated 
between Lessor and Lessee as of the date of commencement of the term hereof 
for the first year of the term of this Lease, and as of the date of expiration 
of said term for the last year of the term hereof and any extensions thereof, 
all of the basis of the then last available tax bills.  Benefit may be taken 
by Lessee of the provisions of any statute or ordinance permitting any assess-
ment to be paid over a period of years.
     As security for the obligations contained in Section 501, Lessee shall 
deposit monthly with Lessor, or such other entity as Lessor may designate, on 
the first day of each and every month of the Lease term, a sum equal to 1/12th 
of the last ascertainable amount (or at Lessor's election, if Lessor's inter-
est hereunder is subject to the lien of a mortgage or trust deed, a sum equal 
to 1/12th of the mortgagee's estimate of the current amount) of general real 
estate taxes and annual installments of special assessments levied with re-
spect to the demised Premises (and, also insurance premiums as required under 
the terms of Section _____ and Section _____ of this Lease), which monthly 
deposits shall be held by Lessor in such account or accounts as may be 
authorized by then current state or federal banking laws, rules or regulations 
and which monthly deposits shall be used as a fund to be applied, to the 
extent thereof, to the payment of said general real estate taxes, specific 
assessments and insurance premiums as the same become due and payable.  The 
existence of said fund shall not limit or alter Lessee's obligation to pay the 
taxes, assessments or premiums respecting which the fund was created; 
provided, however, that said fund shall be fully utilized for the payment of 
such taxes, assessments or premiums.  The amount of the fund shall be 
readjusted annually, on the first day of January in each year of the Lease 
term, to reflect the actual amount of said taxes, assessments or premiums.
Lessee shall not be entitled to interest on said fund.
     Nothing herein contained shall be construed to require Lessee to pay any 
franchise, inheritance, estate, succession or transfer tax of Lessor or any 
income or excess profits tax assessed upon or in respect of any income of 
Lessor or chargeable to or required to be paid by Lessor unless such tax shall 
be specifically levied against the income of Lessor derived from the rent by 
this Lease reserved, expressly and as for a specific substitute for the real 
estate taxes, in whole or part, upon the demised premises or the improvements 
situated thereon in which event said rent shall be considered as the same 
income of Lessor.
     Lessee further agrees to deliver to Lessor, duplicate receipts or photo-
static copies thereof showing the payment of all taxes, assessments, and other
impositions, within thirty (30) days after the respective payments evidenced 
thereby.
     Lessor shall, at its option, have the right at all times during the term 
hereof to pay any such taxes, assessments or other charges or impositions not 
paid by Lessee, and the amounts so paid, including reasonable expenses, shall 
be so much additional rent due at the next rent day after any such payments, 
with interst at the rate of ten per cent (10%) per annum from the date of 
payment thereof.
     Lessee shall not be required to pay any tax, assessment, tax lien or 
other imposition or charge upon or against said demised premises or any part 
thereof or the improvements at any time situated thereon so long as Lessee 
shall, in good faith and with due diligence, contest the same or the validity 
thereof by appropriate legal proceedings which shall have the effect of 
preventing the collection of the tax, assessment, tax lien or other imposition 
or charge so contested, provided that, pending any such legal proceedings 
Lessee shall give Lessor such reasonable security as may be demanded by Lessor 
to insure payment of the amount of the tax, assessment, tax lien or other 
imposition or charge, and all interest and penalties thereon.
     In the event that Lessee at any time institutes suit to recover any tax, 
assessment, tax lien or other imposition or charge paid by Lessee under 
protest in Lessor's name, Lessee shall have the right, at its own sole 
expense, to institute and prosecute such suit or suits in Lessor's name, in 
which event Lessee covenants and agrees to indemnify Lessor and save it 
harmless from and against all costs, charges or liabilities in connection with 
any such suit.  All funds recovered as a result of any such suit shall belong 
to Lessee.

     ARTICLE      --REAL ESTATE TAXES.  Lessor shall pay when due all real 
estate taxes with respect to the Property, and, upon presentment to Lessee of 
receipted bills therefor, Lessee shall reimburse Lessor for all real estate 
taxes upon the Property allocable to the term of this Agreement and Lease, 
with appropriate proration for any tax year which is not wholly within the term
of this Agreement and Lease.
     In the event that there is an abatement issued with respect to any real 
estate taxes for which Lessee has reimbursed Lessor, Lessee shall be entitled 
to a refund from Lessor in the amount of such abatement.
     Lessee shall have the right, in its own name or in the name of Lessor and 
with the reasonable cooperation of Lessor, to file and prosecute claims for 
real estate taxes upon the Property.
     

     The Lessee shall pay when due, all real property taxes and assessments, 
extraordinary as well as ordinary, which shall, during the term hereof, be 
levied, assessed or imposed or grow due or payable upon or on account of the 
Premises and Property, or any part thereof, or any appurtenances thereto or 
any structures or improvements thereon.

     Lessee shall pay, before any fine, penalty, interest or cost may be added 
thereto, or become due or be imposed by operation of law for the nonpayment 
thereof, all taxes, assessments, water and sewer rents, rates and charges, 
transit taxes, county taxes, charges for public utilities, excises, levies, 
vault and all other license and permit fees and other governmental charges, 
general and specific, ordinary and extraordinary, unforeseen and foreseen, of 
any kind and nature whatsoever which at any time prior to or during the term 
of this Lease may be assessed, levied, confirmed, imposed upon, or grow or 
become a lien on, the Property or any part thereof or any appurtenance 
thereto, any use or occupation of the Property, and such franchises as may be 
appurtenant to the use of the Property, this transaction or any document to 
which Lessee is a party, purporting to create or transfer an interest or 
estate in the Property (all such taxes, assessments, water and sewer rents, 
rates and charges, transit taxes, county taxes, charges for public utilities, 
excises, levies, vault and all other license and permit fees and other 
governmental charges being hereinafter referred to as "Impositions", and any 
of the same being hereinafter referred to as "Impositions"); provided, 
however, that 
     (a) If, by law, any Imposition may at the option of the taxpayer be paid 
in installments (whether or not interest shall accrue on the unpaid balance of 
such Imposition), Lessee may exercise the option to pay the same (and any 
accrued interest on the unpaid balance of such Imposition) in installments 
and, in such event, shall pay such installments as may become due during the 
term of this Lease as the same respectively become due and before any fine, 
penalty, further interest or cost may be added thereto; provided, however, 
that the amount of all installments of any such Imposition, which are to 
become due and payable after the expiration of the term of this Lease, shall 
be deposited with Lessor for such payment on the date which shall be one (1) 
month immediately prior to the date of such expiration; and
     (b) Any imposition, other than impositions which have been converted into 
installment payments by Lessee, as referred to in subparagraph (a) of this 
Article, relating to a fiscal period of the taxing authority, a part of which 
period is included within the term of this Lease and a part of which is 
included in a period of time after the expiration of the term of this Lease, 
shall (whether or not such Imposition shall be assessed, levied, confirmed, 
imposed upon or in respect of or become a lien upon the Property, or shall 
become payable during the term of this Lease, be adjusted between Lessor and 
Lessee as of the expiration of the term of this Lease, so that Lessee shall 
pay that portion of such Imposition which that part of such fiscal period 
included in the period of time before the expiration of the term of this Lease 
bears to such fiscal period, and Lessor shall pay the remainder thereof, 
provided, however, that Lessee shall not be entitled to receive any 
apportionment, if Lessee shall be in default in the performance of any of the 
Lessee's covenants, agreements and undertakings in this Lease provided.
     Nothing herein contained shall require Lessee to pay municipal, state or 
federal income taxes assessed against Lessor, municipal, state or federal 
capital levy or transfer taxes of Lessor, corporation franchise taxes imposed 
upon any corporate owner of the fee of the Property; provided, however, that 
if at any time during the term of this Lease the methods of taxation 
prevailing at the commencement of the term hereof shall be altered so as to 
cause the whole or any part of the taxes, assessments, levies, impositions or 
charges now or hereafter levied, assessed or imposed on real estate and the 
improvements thereon to be levied, assessed and imposed, wholly or partially 
as a capital levy, or otherwise, on the rents received therefrom, or if any 
tax, corporation franchise tax, assessment, levy (including but not limited to 
any municipal, state or federal levy), imposition or charge, or any part 
thereof, shall be measured by or based in whole or in part, upon the Property 
and shall be imposed upon Lessor, then all such taxes, assessments, levies, 
impositions or charges, or the part thereof so measured or based, shall be 
deemed to be included within the term "Impositions" for the purposes hereof, 
to the extent that such Impositions would be payable if the Property were the 
only property of Lessor subject to such Impositions, and Lessee shall pay and 
discharge the same as herein provided in respect of the payment of 
Impositions.
     Lessee will furnish, within _____ days after the date when any Imposition 
would become delinquent, official receipts of the appropriate taxing 
authority, or other evidence satisfactory to Lessor, evidencing the payment 
thereof.  The failure of Lessee to furnish Lessor with such receipts, or other 
evidence, shall not be deemed a default, unless Lessee fails to comply within 
_____ days after any written request therefor by Lessor.
     Lessee shall have the right to contest the amount of validity, in whole 
or in part, of any Imposition by appropriate proceedings diligently conducted 
in good faith but only after payment of such Imposition unless such payment 
would operate as a bar to such contest or interfere materially with the 
prosecution thereof, in which event, notwithstanding the provisions hereof, 
Lessee may postpone or defer payment of such Imposition if
     (a) neither the Property nor any part thereof would by reason of such 
postponement or deferment be in danger of being forfeited or lost, and
     (b) Lessee shall have deposited with Lessor the amount so contested and 
unpaid, together with all interest and penalties in connection therewith and 
all charges that may or might be assessed against or become a charge on the 
Property or any part thereof in such proceedings.
     Upon the termination of any such proceedings, Lessee shall pay the amount 
of such Imposition or part thereof as finally determined in such proceedings.
Lessee shall in no event permit a lien or liens to be imposed upon the 
Property with respect to any such taxes.


(NOTE:  See also "Rent" for clauses relating to increases in taxes.)

Copyright 1995 Conway Data, Inc. All rights reserved Legal Notice: Because data comes from many sources, Conway Data can assume no responsibility for accuracy or currency.