COMMERCIAL LEASE OF HOUSE UNFURNISHED

QuickLinks -- Click here to rapidly navigate through this document

Exhibit 10.14

COMMERCIAL LEASE OF HOUSE UNFURNISHED

        BY THIS AGREEMENT made and entered into on June 11, 2004, between Mario J. Orlando and Matthew J. Salafia, herein referred to as Lessor, and Carrollton Mortgage Services, herein referred to as Lessee, Lessor leases to Lessee the premises situated at 8905 Harford Road, Baltimore County, State of Maryland, and more particularly described as follows: 8905 Harford Road, Baltimore, MD 21234, "CALIFORNIA ORCHARDS", together with all appurtenances, for a term of 2 years to commerce on July 1, 2004, and to end on June 1, 2005 , at 12:00 o'clock P. M.

        1.     Rent.     Lessee agrees to pay, without demand, to Lessor as rent for the the demised premises the sum of Fifteen Hundred Dollars ($1500.00) per month in advance on the 1 ^st day of each calendar month beginning July 1, 2004, at such as Lessor may designate.

        2.     Security Deposit.     On execution of this lease, Lessee deposits with Lessor Fifteen Hundred Dollars ($1500.00), receipt of which is acknowledged by Lessor, as security for the faithful performance by Lessee of the terms hereof, to be returned to Lessee, without interest, on the full and faithful performance by him of the provisions hereof.

        3.     Quiet Enjoyment.     Lessor covenants that on paying the rent and performing the covenants herein contained, Lessee shall peacefully and quietly have, hold, and enjoy the demised premises for the agreed term.

        4.     Use of Premises.     The demised premises shall be used and occupied by Lessee exclusively as a private single office space for the purposes of carrying on a business, trade or profession. Lessee shall comply with all the sanitary laws, ordinances, rules, and orders of appropriate governmental authorities affecting the cleanliness, occupancy, and preservation of the demised premises, and the sidewalks connected thereto, during the term of this lease.

        5.     Number of Occupants.     Lessee agrees that the demised premises shall be occupied by no more than the number of persons allowed by law at any given time.

        6.     Condition of Premises.     Lessee stipulates that he has examined the demised premises, including the grounds and all buildings and improvements, and that they are, at the time of this lease, in good order, repair, and a safe, clean, and tenantable condition.

        7.     Assignment and Subletting.     Without the prior written consent of Lessor, Lessee shall not assign this lease, or sublet or grant any concession or license to use the premises or any part thereof. A consent by Lessor to one assignment, subletting, concession, or license shall not be deemed to be a consent to any subsequent assignments, subletting, concession, or licensed. An assignment, subletting, concession, or license without the prior written consent of Lessor, or an assignment or subletting by operation of law, shall be void and shall, at Lessor's option, terminate this lease.

        8.     Alterations and Improvements.     Lessee shall make no alterations to the building on the demised premises or construct any building or make other improvements on the demised premises without prior written consent of Lessor. All alterations, changes, and improvements built, constructed, or placed on the demised by Lessee, with the exception of fixtures removable with out damage to the premises and movable personal property, shall, unless otherwise provided by written agreement between Lessor and Lessee, be the property of Lessor and remain on the demised premises at the expiration or sooner termination of this lease.

        9.     Damage to Premises.     If the demised premises, or any part thereof, shall be partially damaged by fire or other casualty not due to Lessee's negligence or willful act or that of his employee, family, agent, or visitor, the premises shall be promptly repaired by Lessor and there shall be an abatement of

1

rent corresponding with the time during which, and the extent to which, the leased premises may have been untenantable; but, if the leased premises should be damaged other than by Lessee's negligence or willful act or that of his employee, family, agent, or visitor to the extent that Lessor shall decide not to rebuild or repair, the term of this lease shall end and the rent shall be prorated up to the time of damage.

        10.     Dangerous Materials.     Lessee shall not keep or have on the leased premises any article or thing of a dangerous, inflammable, or explosive character that might unreasonably increase the danger of fire on the leased premises or that might be considered hazardous or extra hazardous by any responsible insurance company.

        11.     Utilities.     Lessee shall be responsible for arranging for and paying for all utilities services.

        12.     Maintenance and Repair.     Lessee will, at his sole expense, keep and maintain the leased premises and appurtenances in good and sanitary condition and repair during the term of this lease and any renewal thereof. In particular, Lessee shall keep the fixtures in the house or on or about the leased premises in good order and repair; keep the furnace clean; keep the electric bills in order; keep the walks free from dirt and debris; and, at his sole expenses, shall make all required repairs to the plumbing, range, heating apparatus, and electric and gas fixtures whenever damage thereto shall have resulted from Lessee's misuse, waste, or neglect or that of his employee, family, agent, or visitor. Major maintenance and repair of the leased premises, not due to Lessee's misuse, waste, or neglect or that of his employees, family, agent, or visitor, shall be the responsibility of Lessor of his assigns.

        13.     Animals.     Lessee shall keep no domestic or other animals on or about the leased premises without the written consent of Lessor.

        14.     Right of Inspection.     Lessor and his agent shall have the right at all reasonable times during the term of this lease and any renewal thereof to enter the demised premises for the purpose of inspecting the premises and all building and improvements thereon.

        15.     Display of Signs.     During the last 60 days of this lease, Lessor or his agent shall have the privilege of displaying the usual "For Sale" or "For Rent" or "Vacancy" signs on the demised premises and of showing the property to prospective purchasers or tenants.

        16.     Subordination of Lease.     This lease and Lessee's leasehold interest hereunder are and shall be subject, subordinate, and inferior to any liens or encumbrances now or hereafter placed on the demised premises by Lessor, all advances made under any such liens or encumbrances, the interest payable on any such liens or encumbrances, and any and all renewals or extensions of such liens or encumbrances.

        17.     Holdover by Lessee.     Should Lessee remain in possession of the demises premises with the consent of Lessor after the natural expiration of this lease, a new month-to-month tenancy shall be created between Lessor and Lessee which shall be subject to all terms and conditions hereof but shall be terminated on 30 days' written notice served by either Lessor or Lessee on the other party.

        18.     Surrender of Premises.     At the expiration of the lease term, Lessee shall quit and surrender the premises hereby demised in as good state and condition as they were at the commencement of this lease, reasonable use and wear thereof and damages by the elements excepted.

        19.     Default.     If any default is made in the payment of rent, or any part thereof, at the times hereinbefore specified, or if any default is made in the performance of or compliance with any other term or condition hereof, the lease, at the option of Lessor, shall terminate and be forfeited, and Lessor may re-enter the premises and remove all persons therefrom. Lessee shall be given written notice of any default or breach, and termination and forfeiture of the lease shall not result if, within 15 days of receipt of such notice, Lessee has corrected the default or breach or has taken action reasonably likely to effect such correction within a reasonable time.

2

        20.     Abandonment.     If at any time during the term of this lease Lessee abandons the demised premises or any part thereof, Lessor may, at his option, enter the demised premises by any means without being liable for any prosecution therefore, and without becoming liable to Lessee for damages or for any payment of any kind whatever, and may, at is discretion, as agent for Lessee, relet the demises premises, or any part thereof, for the whole or any part of then unexpired term, and, may receive and collect all rent payable by virtue of such reletting, and at Lessor's option, hold Lessee liable for any difference between the rent that would have been payable under this lease during the balance of the unexpired term, if this lease had continued in force, and the net rent for such period realized by Lessor by means of such reletting. If Lessor's right to re-entry is exercised following abandonment of the premises by Lessee, then Lessor may consider any personal property belonging to Lessee and left on the premises to also have been abandoned, in which case Lessor may dispose of all such personal in any manner Lessor shall deem proper and is hereby relieved of all liability for doing so.

        21.     Tenant Personal Property and Liability Insurance.     All Tenant's personal property in said premises shall be and remain at his sole risk, and the Landlord shall not be liable for any damage to, or loss of such personal property arising from any acts of negligence of any other persons, nor from the leaking of the roof, or from the bursting, leaking or overflowing of water, sewer or steam pipes, or from heating or plumbing fixtures, or from the handling of electric wires or fixtures, or from any other cause whatsoever, nor shall the Landlord be liable for any injury to the person or the tenant or other persons in or about the premises, the Tenant expressly agreeing to save the Landlord harmless in all such cases and to carry Public Liability Insurance in a company and in an amount not less than the following limits: Bodily Injury—$1,000,000.00 per occurrence; Property Damage—$1,000,000.00 per occurrence. Tenant shall also carry "Fire Legal Liability" Insurance in an amount not less than the following limits: $75,000.00 per occurrence.

        22.     Binding Effect.     The covenants and conditions herein contained shall apply to and bind the heirs, legal representatives, and assigns of the parties hereto, and all covenants are to be construed as conditions of this lease.

        IN WITNESS WHEREOF, the parties have executed this lease on the day and year first above written.

        This contract shall continue to be in force month to month from the end date. It shall continue until either party notifies the Lessee or Lessor with 30 days written notification by certified mail. Any request shall be sent to 8905 Hartford Road, Parkville, MD 21234 Attn: Mario J. Orlando.

3

Suite 213-216

TURF VILLAGE OFFICES, LLC.

STANDARD LEASE AGREEMENT

TABLE OF CONTENTS

LIST OF EXHIBITS

LIST OF SCHEDULES

STANDARD LEASE AGREEMENT

        THIS STANDARD LEASE AGREEMENT (this "Lease") is made as of the          day of December, 2004 by and between TURF VILLAGE OFFICES, LLC, a Maryland limited liability company (hereinafter referred to as "Landlord"), and CARROLLTON MORTGAGE SERVICES, INC. (hereinafter referred to as "Tenant").

Recitals

        Tenant desires to lease the Premises (hereinafter defined), within the Building (hereinafter defined) for the purposes set forth in Section 11, and Landlord and Tenant desire to enter into this Lease which defines their respective rights, duties, and liabilities relating to the Building and the Premises.

        NOW, THEREFORE, WITNESSETH in consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree as follows:

        1.     DEFINITIONS.     For purposes of this Lease, Landlord and Tenant hereby agree that the following terms shall have the indicated meanings:

        a.     Additional Rent:     all sums of money or charges required to be paid by Tenant under this Lease other than Annual Rent, whether or not such sums or charges are designated "Additional Rent."

        b.     Annual Rent:     the amounts set forth below during the Original Term, and the amount set forth in Section 7 during any Renewal Term.

        c.     Assignment:     any assignment, transfer, mortgage, or encumbrance, whether voluntarily, involuntarily, or by operation of law, of Tenant's interest in this Lease, any sublease by Tenant, any license by Tenant of space in the Premises, or any concession agreement by Tenant with respect to all or part of the Premises, any agreement by Tenant giving any other person the right to use all or part of the Premises, or such other events determined to be Assignments.

        d.     Base Year Operating Expenses:     The total amount of Operating Expenses for the calendar year January 1, 2005 to December 31, 2005.

        e.     Base Year Taxes:     The total amount of Taxes for the fiscal year July 1, 2005 to June 30, 2006.

        f.     Building:     the 32,000 square foot office building located on the Property and known as 2300 York Road, Timonium, Maryland 21093.

        g.     Commencement Date:     the date Landlord tenders possession to the Tenant, anticipated to occur on or about February 15, 2005, except that if such date is hereafter advanced or postponed pursuant to any provision of this Lease, or by written agreement of the parties hereto, the date to which it is advanced or postponed.

        h.     Common Areas:     those portions of the Property which Landlord may from time to time designate for Tenant's non-exclusive use.

        i.     Hazardous Material:     any hazardous or toxic substance, material, or waste including, but not limited to, those substances, materials, and wastes listed in the United States Department of Transportation Hazardous Materials Table (49 CFR 172. 101) or by the Environmental Protection

1

Agency as hazardous substances (40 CFR Part 302) and amendments thereto, or such substances, materials, and wastes that are or become regulated under any applicable federal, state, or local law, ordinance, or regulation including, but not limited to, the Resource Conservation and Recovery Act, the Toxic Substances Control Act, the Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA" or "Superfund"), the Clean Air Act, and the Clean Water Act.

        j.     Landlord:     Turf Village Offices, LLC, a Maryland limited liability company.

        k.     Landlord's Address:     10233 South Dolfield Road, P.O. box 369, Owings Mills, Maryland 21117, Attn: Ms. Sharon Dowell.

        1.     Monthly Installment of Annual Rent:     an amount equal to one-twelfth (1/12th) of the Annual Rent.

        m.     Mortgage:     any mortgage, deed of trust, ground lease or security agreement affecting the Property or, any part thereof, at any time.

        n.     Mortgagee:     the beneficiary of any Mortgage.

        o.     Normal Business Hours:     the hours from 8 a.m. to 6 p.m. Monday through Friday, and 9 a.m. to 1 p.m. on Saturday, except legal holidays observed by the United States federal government.

        p.     Notices:     all notices, requests, demands, or other communications which may be or are required or permitted to be served or given under this Lease.

        q.     Operating Expenses:     On lease commencement date reasonable expenses incurred by Landlord in connection with the operation of the Property. By way of example, but without limitation, operating expenses shall include any and all of the following: casualty and liability insurance; management fees; common area maintenance and repairs, trash removal; snow removal, grounds maintenance, cleaning of common areas, security services, water and sewer charges and/or fees, and any and all other expenses or charges of any nature whatsoever, whether or not herein mentioned, which would be included in Operating Expenses in accordance with sound accounting and management principles generally accepted with respect to the operation of first class office buildings.

        r.     Operating Expense Escrow Payment:     Commencing with lease commencement date and at landlord's discretion one-twelfth (1/12th) of Landlord's estimate of Tenant's Percentage of the increase in the Operating Expenses over the Base Year Operating Expenses.

        s.     Original Term:     a period of one (1) year commencing on the Commencement Date. Should the Commencement Date fall other than on the fifteenth day of a month, the Term shall be equal to the number of years set forth herein plus the portion of the month remaining from the Commencement Date until the last day of the month.

        t.     Premises:     Suites 213, 214, 215 and 216 on the second floor of the Building, consisting of approximately Four Thousand One Hundred Forty (4,140) rentable square feet, which is the space to be leased by Tenant hereunder and outlined on Exhibit A, attached hereto and incorporated by reference herein.

        u.     Property:     all that tract or parcel of land owned by Landlord consisting of approximately 1.545 acres more or less being known as Lot 2 as shown on the Plat entitled "Timonium Heights" as recorded among the Land Records of Baltimore County, Maryland in Plat Book SM 57, folio 135.

2

        v.     Renewal Term:     a period of one (1) year commencing upon the expiration of the Original Term or any other Renewal Term. The Renewal Terms are referred to as the "First Renewal Term," the "Second Renewal Term," and "Third Renewal".

        w.     Rent:     all Annual Rent, Monthly Installments of Annual Rent, and Additional Rent payable by Tenant to Landlord under this Lease.

        x.     Security Deposit:     none.

        y.     Taxes:     all taxes, assessments, and governmental charges of any kind and nature whatsoever levied or assessed against the Property.

        z.     Tax Escrow Payment:     At Lease Commencement and at Landlord's discretion one-twelfth (1/12) of Landlord's estimate of Tenant's percentage of the increases in the Taxes over Base Year Taxes.

        aa.     Tenant:     Carrollton Mortgage Services, Inc. Robert Altieri. President

        bb.     Tenant's Address:     344 N. Charles Street, Baltimore, Maryland 21201.

        cc.     Tenant's Percentage:     Commencing on lease commencement date; Nine and 25/100ths percent (13.04%), the percentage equivalent to a fraction having as its numerator the number of square feet in the Premises (inclusive of a Twelve percent (12%) core factor) and as its denominator the number of square feet of rentable floor space in the Building (i.e. 31,751 square feet).

        dd.     Term:     the Original Term and any Renewal Term as to which Tenant exercises an option.

        When used herein, the singular shall apply to the plural, the plural the singular, and the use of any gender shall apply to all genders.

        2.     DEMISE OF PREMISES.     Landlord leases to Tenant and Tenant hereby leases from Landlord the Premises for the Term, Rent, and upon the terms, covenants, and conditions set forth herein.

        3.     IMPROVEMENTS.     

        a.     Landlord agrees to perform or cause to be performed within a reasonable period of time all that work set forth on Schedule 1 to be attached hereto and made a part hereof at the price indicated therein unless Landlord has agreed to permit Tenant to perform or cause to be performed said work. No improvements other than those on Schedule 1 will be performed or permitted without Landlord's prior written consent.

        b.     Any work Landlord authorizes pursuant to Schedule 2 attached hereto and made a part hereof shall be performed at Tenant's expense. During Tenant's performance of such work, Tenant shall at its expense, remove from the Property all trash which it may accumulate. During such period of work, Tenant shall not unreasonably interfere with Landlord's construction activities and shall maintain workmen's compensation, liability and builder's risk insurance in amounts satisfactory to Landlord. All work done by Tenant shall be done in accordance with all applicable building codes, statutes, regulations, laws, ordinances of federal, state, county and municipal authorities and with any direction or order made pursuant to law by any public official or agency. All improvements (as distinguished from trade fixtures) shall be the property of Landlord and may not be removed without its consent.

        c.     By opening the Premises for business, Tenant shall be deemed to have: (i) accepted the Premises, (ii) acknowledged that the Premises are ready for occupancy hereunder, and (iii) agreed that the obligations of the Landlord pursuant to the attached Schedule 1 have been fully performed.

        4.     RENT.     Tenant shall pay Monthly Installments of Annual Rent in advance on the first day of each month for the Term of this Lease, without deduction, set-off, recoupment, counterclaim, or

3

demand, at Landlord's Address or at such other place as shall be designated in writing by Landlord. If the Term shall commence or end on a day other than the first day of a month, the Monthly Installments of Annual Rent for any such partial month of the Term shall be prorated on a per diem basis. Upon the execution of this Lease, Tenant shall pay an amount equal to one (1) Monthly Installment of Annual Rent

        5.     LATE PAYMENTS.     In the event that any Monthly Installment of Annual Rent or Additional Rent shall be past due for more than ten (10) days, Tenant shall pay to Landlord as Additional Rent a late charge equal to the greater of (a) five percent (5%) of the unpaid Rent, or (b) the interest on the unpaid Rent from the date when due until payment at the rate of fifteen percent (15%) per annum, or, if less, the highest rate permitted by law. The late charge imposed under this Section is not a penalty and has been agreed to by Landlord and Tenant as necessary to compensate Landlord for its additional costs associated with late payment.

        6.     SECURITY DEPOSIT.     Landlord has elected to waive any Tenant security deposit with Landlord.

        7.     RENEWAL.     Upon the expiration of the Original Term, Tenant shall have an option to extend this Lease for a Renewal Term of one (1) year, provided that Tenant gives Landlord at least ninety (90) days prior written notice of its unconditional and irrevocable exercise of each such option and provided further Tenant is not then and has not been in default hereunder. In the event that Tenant exercises its option as to any Renewal Term, all provisions of this Lease shall apply during each Renewal Term except that the Annual Rent and Monthly Installments of Annual Rent which shall be as follows:

        8.     UTILITIES AND SERVICES.     From and after the Commencement Date, to the extent utilities are separately metered for the Premises, Tenant shall make arrangements with each utility company and public body to provide, in Tenant's name, electricity for heat, air conditioning and lighting and telephone, necessary for Tenant's use of the Premises. Tenant shall pay directly to the companies furnishing utility service the cost of all service connection fees and the cost of all utilities consumed throughout the Term. In the event that Tenant fails to pay in a timely manner any sum required under this Section, Landlord shall have the right, but not the obligation, to pay any such sum. Any sum so paid by Landlord shall be deemed to be owing by Tenant to Landlord and due and payable as Additional Rent within five (5) days after demand therefore. To the extent any utilities are not separately metered for the Premises, Landlord shall furnish such utility services to Tenant, and in such event, the cost of provision of such services shall be charged to Tenant as Additional Rent. The amount charged for such utility service shall be determined by Landlord, which determination shall be conclusive and binding on Tenant. Any additional Rent owing by Tenant to Landlord for utilities shall be due and payable within five (5) days after demand therefore.

        9.     TAXES.     

        a.     Tenant shall be liable for all taxes levied against personal property, trade fixtures, and tenant improvements placed by Tenant in the Premises. If any such taxes based on the personal property or trade fixtures placed by Tenant in the Premises are levied against Landlord or Landlord's property,

4

Tenant shall pay to Landlord upon demand that part of such taxes for which Tenant is primarily liable hereunder.

        b.     Landlord shall pay all Taxes currently assessed against the Building and the Property. Tenant agrees to pay to Landlord as Additional Rent Tenant's Percentage of all increases in taxes in excess of base year taxes commencing with lease commencement date. Landlord is authorized to deposit those funds in a non-interest-bearing account (in which account other monies of Landlord may be co-mingled provided Landlord maintains accurate books and records with respect thereto). Tenant authorizes Landlord to use the funds paid to Landlord under this Section to pay the Taxes levied or assessed against the Property. Each Tax Escrow Payment shall be Additional Rent and shall be due and payable at the same time and in the same manner as the time and manner of the payment of Annual Rent as provided herein. The Tax Escrow Payment account of Tenant shall be reconciled annually. If the Tenant's total Tax Escrow Payments are less than Tenant's Percentage of the increase in Taxes over the Base Year Taxes, Tenant shall pay the difference to Landlord upon demand; if the total Tax Escrow Payments of Tenant are more than Tenant's Percentage of the increase in Taxes over the Base Year Taxes, Landlord shall retain such excess and credit it to Tenant's Tax Escrow Payment obligation. If Tenant should fail to pay any Taxes required to be paid by Tenant hereunder, in addition to any other remedies provided herein, Landlord may, if it so elects, pay such Taxes. Any sum so paid by Landlord shall be deemed to be owing by Tenant to Landlord and due and payable as Additional Rent within five (5) days after demand thereof. All excess escrow payment should be applied to any rent due.

        c.     If at any time during the Term of this Lease, the present method of taxation shall be changed so that in lieu of the whole or any part of any taxes, assessments, levies, or charges levied, assessed, or imposed on real estate and the improvements thereon, there shall be levied, assessed, or imposed on Landlord a capital levy or other tax directly on the rents received there from and/or a franchise tax assessment, levy, or charge measured by or based, in whole or in part, upon such rents or the Building, then such taxes, assessments, levies, or charges that are in lieu of the present method of taxation shall be deemed to be included within the term "Taxes" for the purposes hereof.

        d.     Any payment to be made pursuant to this Section with respect to the real estate tax year in which this Lease terminates shall bear the same ratio to the payment which would be required to be made for the full year as that part of such tax year covered by the Term of the Lease bears to a full tax year.

        10.     COMMON AREAS AND EXPENSES.     In addition to the use of the Premises, Tenant, its employees, and business invitees shall have the right to use the Common Areas in common with Landlord and other tenants of the Building, their employees, and business visitors. Tenant shall not obstruct the Common Areas or use them for any purpose other than their customary or intended purposes. All Common Areas shall be subject to the exclusive control of Landlord. Landlord shall operate, manage, equip, police, light, and maintain the Common Areas, all in such manner as Landlord, in its sole discretion, may, from time to time determine, and Landlord shall have the sole right and exclusive authority to employ and discharge all personnel with respect thereto. Landlord hereby expressly reserves the right to maintain security for the Common Areas; to use and to allow others to use the Common Areas for any purpose; to change the size, area, level, location, and arrangement of the Common Areas; to close temporarily all or any portion of the Common Areas for the purpose of making repairs, changes, or alterations thereto or performing necessary maintenance in connection with any emergency or for any other purpose whatsoever, whether such purpose is similar or dissimilar to the foregoing.

        Commencing with lease commencement date: Tenant agrees to pay Landlord as Additional Rent Tenant's Percentage of all Operating Expenses in excess of Base Year Operating Expenses attributable to the Property. During each month of the Term, Tenant shall pay to Landlord the Operating Expense Escrow Payment. Landlord is authorized to deposit those funds in a non-interest-bearing account (in

5

which account other monies of Landlord may be co-mingled provided Landlord maintains accurate books and records with respect thereto). Tenant authorizes Landlord to use the funds paid to Landlord to pay the Operating Expenses. Each Operating Expense Escrow Payment shall be Additional Rent and shall be due and payable at the same time and in the same manner as the time and manner of the payment of Annual Rent as provided herein. The Operating Expense Escrow Account of Tenant shall be reconciled annually and a statement documenting the Operating Expenses for such year shall be provided to Tenant upon request. If the Tenant's total Operating Expense Escrow Payments are less than Tenant's Percentage of the increase in Operating Expenses over Base Year Operating Expenses, Tenant shall pay the difference to Landlord upon demand; if the total Operating Expense Escrow Payments of Tenant are more than Tenant's Percentage of the increase in Operating Expenses over Base Year Operating Expenses, Landlord shall retain such excess and credit it to Tenant's Operating Expense Payments.

        11.     COMPLIANCE WITH LAW RESTRICTIONS ON USE.     

        a.     Tenant shall not use or permit the Premises, or any part thereof, to be used for any purposes other than general offices. Furthermore, no use of the Premises shall be made or permitted to be made that shall result in: (i) waste of the Premises or any part thereof, (ii) a public or private nuisance that may disturb the quiet enjoyment of Landlord or other tenants of the Property; (iii) improper, unlawful, or objectionable use; or (iv) noises or vibrations that may disturb the Landlord or other tenants. Tenant shall comply at its own expense with all restrictive covenants and governmental regulations and statutes affecting the Premises either now or in the future

        b.     Tenant shall at all times during the Term comply with all laws, ordinances, and regulations of federal, state, and local authorities pertaining to Tenant's use of the Premises and with the recorded covenants, conditions, and restrictions, regardless of when they become effective, including, without limitation, all applicable federal, state, and local laws, ordinances, or regulations pertaining to air and water quality, Hazardous Material, waste disposal, air emissions, and other environmental matters, all zoning and other land use matters, utility availability, and with any direction of any public officer or officers, pursuant to law, which shall impose any duty upon Landlord or Tenant with respect to the use or occupation of the Premises.

        12.     SERVICES, REPAIRS, AND MAINTENANCE BY TENANT.     Tenant shall at all times and at its own expense keep and maintain the Premises in good order and repair, and in a neat, safe, clean, and orderly condition, including, but not limited to, regular janitorial and cleaning of the Premises, repairs and replacements to the plumbing and electrical apparatus therein, the HVAC system serving the Premises. Tenant, at its own expense, will maintain a service contract with a state licensed HVAC contractor to maintain the HVAC equipment in good and operable order during the Term of the Lease. Tenant shall not overload the electrical wiring serving the Premises or within the Premises. Tenant will repair promptly at its own expense by or under the direction of Landlord any damage (whether structural or nonstructural) to the Premises or the Building caused by any construction or alterations performed by Tenant or by bringing into the Premises or on the Property any property for Tenant's use, or by the installation or removal of such property, regardless of fault or by whom such damage shall be caused, unless solely by the gross negligence of Landlord.

        13.     REPAIRS BY LANDLORD.     Except as otherwise provided herein, Landlord shall maintain the central heating and air conditioning system of the Building and the electrical wiring serving the Premises where within the Premises and shall make all structural repairs, including, but not limited to structural columns and floors (excluding floor coverings such as carpet and floor tile) of the Premises, the roof of the Building, and the exterior walls of the Building, provided Tenant gives Landlord written notice specifying the need for and nature of such repairs; provided, however, if Landlord is required to make any repairs to such portions of the Premises or Building by reason, in whole or in part, of the negligent act or failure to act by Tenant or Tenant's contractors or subcontractors or its or their agents or employees, or by reason of any unusual use of the Premises by Tenant (whether or not such use is a

6

permitted use hereunder), Landlord may collect the reasonable cost of such repairs, as Additional Rent, upon demand. Except as provided herein, Landlord shall have no liability to Tenant by reason of any inconvenience, annoyance, interruption, or injury to business arising from the making of any repairs or changes which Landlord is required or permitted by this Lease to make, or by any other tenant's lease or required by law to make in or to any portion of the Premises, Building, or Common Areas.

        14.     PLACEMENT OF HEAVY EQUIPMENT.     Tenant shall not place a load upon any floor of the Premises exceeding the floor load of 80psf. foot area and dead load of 3,000psi which such floor was designed to carry or which may be allowed by law. Landlord reserves the right to prescribe the weight and position of all safes, telephone switchboards, computers, or other heavy equipment, and to prescribe the reinforcing necessary, if any, which in the opinion of Landlord may be required under the circumstances, such reinforcing to be at Tenant's expense.

        15.     FORCE MAJEURE.     This Lease and the obligation of Tenant to pay Rent hereunder and perform all of the other covenants and agreements hereunder on the part of Tenant to be performed shall not be affected, impaired, or excused because Landlord is unable to fulfill any of its obligations under this Lease or is unable to supply, or is delayed in supplying, any service to be supplied by it under the terms of this Lease or is unable to make, or is delayed in making, any repairs, additions, alterations, or decorations or is unable to supply, or is delayed in supplying, any equipment or fixtures, if Landlord is prevented or delayed or otherwise hindered from doing so by reason of any outside cause whatsoever. Similarly, Landlord shall not be liable for any interference with any services supplied to Tenant by others except if due to gross negligence or willful misconduct of Landlord. Nothing contained in this Section shall be deemed to impose any obligation on Landlord not expressly imposed by other provisions of this Lease.

        16.     SURRENDER OF PREMISES.     At