LEASE

Solely for the purpose of operating a retail financial institution (including drive-thru service windows and/or automatic tellers and all services or products which may be permitted under applicable Federal and State Banking Laws). It is understood that the Tenant may not use the Premises as hereinafter defined for any retail purposes which are otherwise prohibited by any other leases in the Shopping Center or which violate any prohibited or exclusive uses, as shown on Exhibit "U" attached hereto, or which violate any exclusive uses which may hereinafter be granted to other tenants in the Shopping Center, or which compete with any other existing use in the Shopping Center provided that Tenant shall not be prevented from operating the Premises for the permitted use set forth above.

ENUMERATION OF EXHIBITS. The following Exhibits are a part of this Lease, are incorporated herein by reference, attached hereto, and to be treated as apart of this Lease for all purposes. Undertakings contained in such Exhibits are agreements on the part of Landlord and Tenant, respectively, to perform the obligations stated therein to be performed by Landlord and Tenant, as and where stipulated therein.

CERTAIN DEFINITIONS. As used herein, the terms set forth below have the following meanings:

LOCATION OF PREMISES. Landlord hereby demises and leases Tenant and Tenant hereby accepts from Landlord, the Premises shown on Exhibit "S" as the red hatched area as those to be occupied by Tenant.

APPURTENANT RIGHTS AND RESERVATIONS. Tenant shall have, as appurtenant to the Premises, the non-exclusive right to use and permit its customers to use in common with others lawfully entitled thereto, without any charge therefor, the Access Drive(s) as shown on Exhibit "S" for ingress and egress, public or common areas, not including buildings, sidewalks, parking areas, roadways in the Shopping Center (collectively, the "Common Areas" as more fully hereinafter defined), but such rights shall always be subject to reasonable, uniform rules and regulations from time to time established by Landlord (subject to Tenant's rights under Section 16(b) hereof) by suitable notice and applicable to all tenants in the Center.  Neither Tenant, nor its customers shall be permitted to park in the adjoining parcel.

COMMENCEMENT DATE.

The term of this Lease shall be the period specified in Section "1.2" hereof as the "Lease Term". The "Rent Commencement Date" of this Lease shall commence on the earlier of (a) the opening for business or (b) six (6) months after the date when Landlord delivers the Building Pad to Tenant provided Landlord has substantially completed all other site work as set forth on Exhibit "L" by the end of such six (6) month period, unless Landlord is prevented by Tenant's failure to complete Tenant's Work as set forth on Exhibit "T", in which event Tenant shall commence paying rent at the end of such six (6) month period notwithstanding that Tenant may not have completed Tenant's Work or opened for business. Landlord will complete Landlord's Work when Tenant has completed such work to enable Landlord to complete its work. If Landlord's Work is not substantially complete by the end of the six (6) month period, not due to Tenant's fault, the Rent Commencement Date, shall be extended until Landlord's Work is substantially complete. If Tenant's building is not complete by the Rent Commencement Date, Tenant shall commence paying rent and all other charges subject to the provisions of this Section 3.1 (a) and the failure to have the building completed shall not be an Event of Default, unless the Tenant's building is not completed by the date provided in Section 3.3(a) below,

Upon the Rent Commencement Date, the Tenant shall (i) be obligated to commence payment of Minimum Rent, Additional Rent and all other charges required to be paid by the Tenant under this Lease, all of which shall be deemed to be additional rent and (ii) be required to perform all obligations required to be performed by the Tenant under the terms of the Lease (in addition to the obligations required to be performed by the Tenant prior to the Rent Commencement Date).

As soon as may be convenient after the Rent Commencement Date has been determined, Landlord and Tenant agree to join with each other in the execution of a Commencement Certificate, in the form set forth on Exhibit "C". The Rent Commencement Date and specified term of this Lease shall be stated in said Commencement Certificate.

It is understood and agreed that at such time as Tenant or its employees, agents, contractors or invitees enter the Premises after the Execution Date and prior to the Rent Commencement Date, for any purpose whatsoever, including without limitation, the performance of Tenant's Work, all of the terms, covenants and conditions of this Lease shall apply to the parties as if the Lease Term had begun at such time excepting those provisions as to Minimum Rent, Additional Rent and any other charges payable by Tenant, which shall go into effect as of the Rent Commencement Date, even if Tenant's Work is not completed. Tenant shall place in its name, any utilities which Tenant requires during the performance of Tenant's Work, and Tenant shall be responsible for any and all utility charges incurred.

LANDLORD'S WORK AND ESTIMATED OCCUPANCY DATE.

Subject to delay by causes beyond the reasonable control of Landlord or those set forth in Section 17.21 of this Lease, or attributable to Tenant's action or inaction, Landlord shall use reasonable speed and diligence to perform the work to be performed by Landlord, as specified in Exhibit "L", Landlord's Work shall be performed in accordance with all applicable laws and codes. Landlord's work shall primarily consist of the preparation of the building pad to specifications provided by Tenant and attached hereto as Exhibit "L" and preparation of the Site Work as defined in Exhibit "L".

When Landlord Substantially Completes the Building Pad (as the term "Substantial Completion" is defined below), Landlord shall give Tenant written notice of Landlord's intent to tender possession of the Building ("Pad Delivery Notice") and Tenant shall have ten (10) business days from receipt of the Pad Delivery Notice to inspect the Building Pad to assure that it complies with all requirements of Tenant's Plans. Upon acceptance of the Building Pad by Tenant or the failure of Tenant to object to Landlord's Work within said ten (10) business day period, Landlord shall have no further responsibility or liability to Tenant for any matters arising out of Landlord's preparation of the Building Pad. Tenant shall give Landlord written notice within the ten (10) business day inspection period of any deficiencies in the Building Pad and upon completion or correction of such deficiencies, Landlord shall promptly provide Tenant with a new Pad Delivery Notice. Landlord agrees to use all reasonable efforts to complete the Building Pad by July 1,2009 (provided all of Tenant's contingencies to this Lease are either satisfied or waived by June 1, 2009), but such date is merely a target date (the "Target Date") and Tenant agrees to accept Landlord's tender of possession when the Building Pad has been completed, provided, however, if Landlord has not delivered the Pad Delivery Notice within ninety (90) days after the Target Date, subject to the matters provided in Section 17.21 of this Lease, Tenant may, upon ten (10) business days written notice to Landlord, complete the balance of Landlord's Work to be completed and bill the actual and reasonable cost thereof to Landlord unless Landlord commences to complete the Building Pad within said ten (10) day period and proceeds with due diligence to complete the same. If Landlord fails to pay Tenant's costs of completing the Building Pad within ten (10) business days after receipt of Tenant's bill, Tenant may deduct such sum plus interest at the default rate as set forth in Section 17.4 of this Lease, from the Minimum Rent, Additional Rent due and owing to Landlord until such bill is paid in full. Notwithstanding the foregoing, Landlord and Tenant agree that if the contingencies to this Lease are either satisfied or waived prior to June 1, 2009, Landlord agrees to use all reasonable efforts to complete the Building Pad within thirty (30) days after the date that Landlord receives written notice confirming all of the contingencies have been either satisfied or waived.

When Landlord Substantially Completes Landlord's Work, other than the Building Pad, Landlord shall give Tenant written notice of Landlord's intent to tender possession of the Premises ("Notice of Tender") and Tenant shall have ten (10) business days from receipt of the Notice of Tender to inspect Landlord's Work to assure that it complies with all requirements of Tenant's Plans and of this Section "3.2". Upon acceptance of the Landlord's work by Tenant or the failure of Tenant to object to Landlord's Work within said ten (10) business day period, such Landlord's Work shall be deemed substantially complete, Tenant shall give Landlord written notice within the ten (10) business day inspection period of any deficiencies in Landlord's Work and upon completion or correction of such deficiencies, Landlord shall promptly provide Tenant with a new Notice of Tender. Landlord agrees to use all reasonable efforts to complete Landlord's Work, other than the Building Pad, by November 1, 2009 (provided all of Tenant's contingencies are either satisfied or waived by June 1, 2009), and provided that Tenant has completed no later than October 1, 2009 its building construction and completed the installation of its drive-thru canopy, but such date is merely a target date, (the "Remainder Work Target Date") and Tenant agrees to accept Landlord's tender of possession when the Landlord's Work at the Premises has been Substantially Completed; provided, however, if Landlord has not give the Notice of Tender within ninety (90) days after the Remainder Work Target Date, subject to the matters provided in Section "17,21" of this Lease and provided that the delay is not the result of Tenant's failure to complete its building construction and complete the installation of its drive-thru canopy, Tenant may, either upon ten (10) business days written notice to Landlord, complete the balance of Landlord's Work to be completed and bill the actual and reasonable cost thereof to Landlord, unless Landlord commences to complete Landlord's Work within said ten (10) day period and proceeds with due diligence to complete. If Landlord fails to pay Tenant's costs of completing Landlord's Work within ten (10) days after receipt of Tenant's bill, Tenant may deduct such sum plus interest at the default rate as set forth in Section 17.4 of this Lease from the Minimum Rent, Additional Rent due and owing to Landlord until such bill is paid in full. Notwithstanding the foregoing, Landlord and Tenant agree that if the contingencies to this Lease are either satisfied or waived prior to June 1, 2009, the Landlord agrees to use all reasonable efforts to complete Landlord's Work, other than the Building Pad, within thirty (30) days after the date that Tenant has completed its building construction and completed the installation of its drive-thru canopy.

"Substantial Completion", as used in this Article, shall mean completed subject to minor punch list items which shall be completed by Landlord within thirty (30) days of the Notice of Tender, or completed by Tenant pursuant to Section 3.3 above to such an extent that Tenant may reasonably commence and thereafter continue to perform the work to be performed by Tenant under Exhibit "T" without undue interference with the balance of the work to be performed by Landlord in the Premises, in accordance with Exhibit "L", or unreasonable interference by Landlord with the work to be performed by Tenant in the Premises, in accordance with Exhibit "T".

Tenant shall reimburse Landlord for any utility, traffic and Township impact fees in an amount not to exceed $15,000.00. Such amount shall be due and payable by Tenant on the Rent Commencement Date,

This Lease is contingent on Landlord being able to secure proper zoning, site plan and land development approvals. If said approvals are not issued by June 1, 2009, Landlord or Tenant shall be permitted to terminate this Lease upon ten (10) days written notice to the other party in which event this Lease will be deemed terminated as of the date set forth in said notice unless the approvals are received within said ten (10) day period. Landlord and Tenant acknowledge that in the event this Lease is terminated pursuant to this Section 3.2(e) that neither party shall be entitled to reimbursement for any costs they have incurred in connection with this transaction.

TENANT'S WORK.

Tenant shall perform, at its own cost and expense, all of the Tenant's Work set forth in Exhibit "T" and all other work required by Tenant under this Section "3.3" and any other provisions of this Lease. It is understood that Tenant shall be obligated to construct the building shown on Exhibit "T", and the sidewalks, canopies, roof drains, drive-thru lanes and all other improvements set forth onExhibit "T". Tenant shall be responsible for obtaining all necessary permits from all governmental authorities in connection with Tenant's Work and Landlord agrees to cooperate with Tenant in obtaining such permits.

In addition to the work required to be performed by the Tenant as set forth in Exhibit "T", the Tenant shall, at its sole cost and expense order, install and pay for the installation of all other improvements, fixtures, personal property and equipment (not set forth in Exhibit "L"), necessary, suitable and appropriate for the operation of Tenant's business in the Premises (the "Fixtures and Equipment").

The Building and all improvements and all leasehold repairs, alterations, additions at any time made by the Tenant at and/or to the Premises or attached to or used in connection with the Premises (all hereinafter collectively called the "Tenant's Improvements") shall be deemed attached to the Premises and shall be deemed to be the property of the Landlord upon the expiration or sooner termination of this Lease. The Tenant may not remove said Tenant's Improvements but said Tenant's Improvements shall remain upon the Premises and upon the expiration or sooner termination of this Lease shall be surrendered with the Premises as a part thereof without disturbance, molestation or injury. Tenant's Fixtures and Equipment shall remain the property of the Tenant at all times and may be removed by the Tenant from the Premises upon the expiration or earlier termination of this Lease. Tenant shall repair any damages caused by the removal of its Fixtures and Equipment.

Intentionally Omitted.

Within thirty (30) days after the execution of this Lease, Tenant, at its sole cost and expense, shall prepare final building plans and specifications (the "Plans") in accordance with the prototype plans and specifications included within Exhibit "T". Tenant shall provide the plans to Landlord for its approval which shall not be unreasonably withheld or delayed. Landlord shall within five (5) business days after receipt of such Plans, advise Tenant of any objections to the Plans. Landlord's objections, if any, must be based upon the failure of the Plans to conform to Exhibit "T". Within ten (10) days after receipt of Landlord's objections, if any, Tenant shall revise the Plans and resubmit to Landlord for approval. This process shall continue until the Plans are approved by Landlord. Each party agrees to use reasonable efforts and good faith in connection with the approval process for the Plans. If during any period when the Plans are out for the Landlord's approval, the Plans are not approved or rejected within the time period provided for herein the same shall be deemed approved. If the Plans are not approved by Landlord within ninety (90) days after the execution of this Lease, Landlord shall have the right to terminate this Lease upon ten (10) days written notice which termination shall be deemed null and void if Tenant provides acceptable Plans within said ten (10) day period. The Plans must be prepared and the building constructed in accordance with all applicable building codes, rules and regulations, including fire regulations and in accordance with standards set forth in the Americans with Disabilities Act.

All work performed by the Tenant with respect to the Premises and the Building Perimeter shall:

be done as expeditiously as possible, in a good and workmanlike manner and with first-class new materials,

be done in such manner as will not interfere unreasonably with work being done by the Landlord upon the Premises or any other portion of the Shopping Center,

be subject to the reasonable inspection of the Landlord or its agents or contractors so long as they do not interfere with such construction,

be performed only by such contractors or subcontractors as have been duly licensed by the authority having jurisdiction over the appropriate profession,

be done at the risk of the Tenant, and

be done in accordance with the applicable laws and requirements of all regulatory authorities having jurisdiction with respect thereto.

The Tenant agrees at its expense to obtain and maintain for so long as the Tenant's Work continues, builders risk insurance, and public liability insurance in an amount not less than $2,000,000.00 to protect the Landlord as well as the Tenant from and against any and all liability for death of or injury to person or damage to property caused by reason of the conduct of the Tenant's Work and workers' compensation insurance. The Tenant shall deliver to the Landlord certificates evidencing such coverage prior to the commencement of the Tenant's Work which shall name Landlord as an additional insured using ISO Form 20-26. Tenant's contractor and each subcontractor shall provide evidence of liability insurance naming Landlord as additional insured as provided above.

Tenant shall have the right to enter onto the Premises after the execution of this Lease for purposes of commencing Tenant's Work and conducting any tests it requires in connection therewith, pursuant to Section 3.1(d).

INTENTIONALLY LEFT BLANK.

CONTINGENCIES.       This Lease is contingent upon satisfaction of the following conditions by June 1, 2009:

Tenant and Landlord obtaining permits for the development and operation of a bank branch on the Premises in a form and manner acceptable to Tenant (including all desired signs and service windows), including but not limited to, all required municipal, county and state approvals and permits, including PennDOT (if applicable).

Tenant and Landlord obtaining acceptable title (including recordation of all necessary ancillary lease documents such as a memorandum of lease and all required non-disturbance agreements).

Acceptable survey provided by Landlord (including confirmation of acceptable and adequate utilities for the operation of the Premises and acceptable access to public roads).

Acceptable environmental conditions, with a Phase I Environmental Report provided by Landlord.

Acceptable soil conditions to be verified by Tenant.

Banking regulatory approval(s) to be secured by Tenant, including the approval of this Lease and the location of the bank branch by the Pennsylvania Department of Banking and the FDIC. In executing this Lease, Landlord grants Tenant and its consultants a license (revocable by Landlord on written notice) to enter the Premises to perform such inspections, provided Tenant delivers an insurance certificate for liability insurance in an amount not less than $1,000,000.00 naming Landlord as additional insured and agrees to indemnify and hold Landlord harmless from any claims, suits, causes of action, costs or expenses (including reasonable attorneys fees) arising out of any personal injury or property damage by Tenant, its agents, employees, consultants or contractors. Tenant shall apply for such regulatory approval within sixty (60) days after the execution of this Lease.

MINIMUM RENT. Tenant agrees to pay to Landlord, at Landlord's mailing address, or at such other place as Landlord shall from time to time designate by notice, monthly, in advance, on the Rent Commencement Date, and on the first day of each and every calendar month during the term of this Lease, a sum equal to the monthly installment of Minimum Rent specified in Section "1.2" hereof ("Minimum Rent"), Minimum Rent for any partial month shall be paid by Tenant to Landlord at such rate, and if the term of this Lease commences on a day other than the first day of a calendar month, the first payment which Tenant shall make to Landlord shall be a payment equal to a proportionate part of such monthly Minimum Rent for the partial month from the Rent Commencement Date to the first day of the succeeding calendar month. Other charges payable by Tenant on a monthly basis, as hereinafter provided, shall likewise be prorated, and the first payment on account thereof shall be determined in similar fashion; and any other provisions of this Lease calling for monthly payments shall be read as incorporating this undertaking by Tenant.

LEASE YEAR. The term "Lease Year" means, as to the first Lease Year, the period commencing with the Rent Commencement Date and ending on the last day of the twelfth (12 ^th ) full month next succeeding the Rent Commencement Date; and thereafter the term Lease Year means each succeeding one (1) year period thereafter. For purposes of reconciling Common Area Maintenance, Landlord may use a calendar year.

PERMITTED USE.

Tenant agrees that the Premises and the Building Perimeter shall be used and occupied by Tenant only for the purposes specified as the use thereof in Section "1.2" of this Lease, and for no other purpose or purposes.

Tenant further agrees to conform to the following provisions during the entire term of this Lease:

No auction, fire or bankruptcy sales may be conducted within the Premises without the previous consent of Landlord;

Except as provided below, Tenant may not use any portion of the Common Area adjacent to the Premises, for any retail purpose unless expressly permitted by Landlord; Tenant may not use any outside loudspeakers; Tenant may not use any of the Common Area or any area outside the Premises for the storage of any goods, products or other materials whether in trailers, storage containers or otherwise. During construction of the Improvements, Landlord shall designate a staging area for Tenant's construction in which construction materials may be temporarily stored, provided they are properly screened and secured. Landlord shall not be responsible for any of Tenant's materials or those of its contractors;

It is expressly understood that the Tenant shall not violate any of the Prohibited and Exclusive Uses set forth on Exhibit "U" attached hereto. Any such violation shall be an Event of Default with a twenty (20) day notice and cure period;

Until removal is effected, Tenant shall, at its sole cost and expense, keep all garbage or refuse in the Premises or in Tenant's dumpster suitably covered so that the same is not visible to the public and the Tenant shall comply with any and all recycling and other environmental laws in connection therewith; and

Tenant shall use its best efforts not to perform any act or carry out any practice which may injure the Premises, or any other part of the Shopping Center, or cause any offensive odors or loud noise in violation of municipal requirements or constitute a nuisance or a menace to any other tenant or tenants or other persons in the Shopping Center. Tenant shall cause all deliveries to the Premises to be made at the rear or side of the Premises. No delivery vehicles may be parked, or stopped in front of the Premises to deliver any goods.

Tenant shall be obligated to operate the Embassy Bank for at least one (1) day as indicated herein. The failure to open for business within twelve (12) months after all approvals are received and Building Pad is delivered shall constitute an Event of Default. It is understood that after the initial opening of the Embassy Bank, there is no covenant by Tenant of continuous operation and as long as Tenant is paying its rent and complying with all other obligations under this Lease, the failure to continuously operate shall not be deemed an Event of Default.

EXCLUSIVE USE.

Limitations. Tenant shall be permitted to assign this Lease, in whole or in part, or to sublet all or any part of the Premises, provided that the following conditions are met:

Tenant remains liable for all obligations under the Lease, as no such assignment or subletting shall be deemed to release Tenant from performance of the covenants on the part of Tenant provided herein; and

Tenant shall notify Landlord in writing of such assignment or transfer within thirty (30) days prior to the occurrence of such assignment or transfer; and

no Event of Default shall then exist and no default shall then exist which with the giving of notice or passage of time would become an Event of Default; and

said assignment or subletting shall not be for the operation of any business which would violate any of Prohibited Uses set forth in this Lease nor violate the terms of any exclusive use now in effect and/or granted by Landlord after the date of this Lease; and

said assignment or subletting shall be subject to all of the terms and conditions provided in this Lease.

Tenant shall have the right without the consent of the Landlord to assign this Lease as collateral security to Tenant's lender and to give a Security Interest in Tenant's Fixtures and Equipment to Tenant's Lender.

Notwithstanding any other terms and conditions of this Lease, no assignment or subletting shall, shall relieve the Tenant of its obligations under this Lease, and the Tenant shall at all times remain liable to fulfill all of the terms, covenants and conditions on the part of the Tenant to be performed under this Lease including, without limitation, the obligation to pay the Minimum Rent and Additional Rent and all other amounts which become due under this Lease.

In the event of an assignment of this Lease, Landlord shall give to Tenant, i.e. Embassy Bank, a copy of each notice of default at the same time as and whenever any such notice of default shall thereafter be given by Landlord to any assignee, addressed to Tenant, i.e. Embassy Bank, at its address last furnished to Landlord. Tenant, i.e. Embassy Bank, shall thereupon have the same period of time as the assignee does pursuant to the terms of this Lease in which to cure or correct such default. Landlord agrees to accept performance by Tenant, i.e. Embassy Bank, of any covenant, condition, or agreement on the assignee's part to be performed hereunder with the same force and effect as though performed by said assignee. The foregoing cure rights are subject to the rights granted to any leasehold mortgagee.

Landlord shall maintain or cause to be maintained, the Shopping Center and all utility lines servicing the Premises and located five (5) feet outside of the Premises, in good order and repair at Landlord's expense (which is reimbursable by Tenant as part of Common Area Maintenance [Article 16] and keep all Access Drive(s) and parking areas in good repair free of potholes, snow, ice and debris including repair, striping or maintenance of the parking lot which shall be part of Common Area Maintenance. Landlord has no obligation to repair or maintain any part of the building, drive-thru lanes or any improvement constructed by Tenant on the Premises.

If Landlord fails or refuses to make or perform any of the repairs, maintenance or replacements required to be performed by Landlord under this Lease, including Common Area Maintenance and if, Landlord, fails or refuses, within twenty (20) business days after written notice from Tenant to commence (and thereafter complete) or such shorter period in the event of an emergency or if Landlord fails to remove snow and debris after reasonable notice, or complete such repair, maintenance or replacements unless such the same are delayed by weather conditions or force majeure events, then Tenant shall have the right to make such required maintenance, repairs and replacements in which event Landlord agrees that it will on demand pay to the Tenant the cost thereof within thirty (30) days after a receipt of a bill together with copies of all invoices and if Landlord shall fail to make such payment, Tenant shall be entitled to offset the amount due against Minimum Rent, and other amounts due hereunder.

TENANT'S ALTERATIONS.

Tenant shall not make any structural or other alterations, improvements and/or additions to the Premises including exterior color or other exterior finishes without first obtaining, in each instance, the written consent of Landlord, upon condition that such alterations, improvements and additions shall be made in accordance with all applicable laws, codes, rules and regulations in a good and first-class workmanlike manner. Prior to any alterations, improvements and additions being performed at the Premises by the Tenant, the Tenant agrees to supply to the Landlord plans and specifications in connection with the same. Notwithstanding the foregoing, the Tenant shall not make any changes, alterations or improvements which in any way impair the structural safety or stability of the Building or the Premises or affect the aesthetics of the exterior portion of the Building or the Premises,

Tenant shall have the right to erect and maintain antennae and satellite dishes on the roof of the Premises, provided (i) Tenant's plans for the installation and screening of such equipment are previously approved by Landlord which approval shall not be unreasonably withheld or delayed, (ii) Tenant repairs any damage to the roof caused by the making of the roof penetrations, including, but not limited to, the repair of the roof upon the removal of any equipment installed thereon, and (iii) Tenant complies with any applicable laws and ordinances. Landlord agrees to cooperate with Tenant in connection with any application to Lower Nazareth Township.

UTILITIES.

Landlord shall be responsible for running all utilities to within five (5) feet of the Building Pad (or to the transformer in the case of electrical service) at its sole cost and expense and Tenant shall pay for connecting such utilities to the building from such point and for the use of all utilities, such as gas, steam, water, sewer and electricity, heating and air-conditioning and all other utilities used by the Tenant at the Premises as separately metered to the Premises.

Landlord has advised Tenant that presently Met Ed ("Electric Service Provider") is the utility company selected by Landlord to provide electricity service for the Shopping Center. Notwithstanding the foregoing, if permitted by law, Landlord shall have the right at any time and from time to time during the Lease Term to either contract for service from a different company or companies providing electricity service (each such company shall hereinafter be referred to as an "Alternate Service Provider") or continue to contract for service from the Electric Service Provider, so long as the same is at no expense to the Tenant and at a rate competitive with those of Met Ed and the Tenant shares in any premiums or incentive paid to the Landlord for switching to the alternate provider.

Tenant shall cooperate with Landlord, the Electric Service Provider, and any Alternate Service Provider at all times and, as reasonably necessary, shall allow Landlord, Electric Service Provider, and any Alternate Service Provider reasonable access to the Premises' electric lines, feeders, risers, wiring, and any other machinery within the Premises.

Unless caused by the negligent act of Landlord, Landlord shall in no way be liable or responsible for any loss, damage, or expense that Tenant may sustain or incur by reason of any change, failure, interference, disruption, or defect in the supply or character of the electric energy furnished to the Premises, or if the quantity or character of the electric energy supplied by the Electric Service Provider or any Alternate Service Provider is no longer available or suitable for Tenant's requirements, and no such change, failure, defect, unavailability, or unsuitability shall constitute an actual or constructive eviction, in whole or in part, or entitle Tenant to any abatement or diminution of rent, or relive Tenant from any of its obligations under the Lease.

SECURITY. Landlord shall have no responsibility or liability for providing any security for the Tenant or its assets, and Landlord is hereby released from and not responsible for any claims arising out of any thefts, break-ins or other losses incurred by Tenant arising out of any criminal activity, or intentional acts of third parties. Tenant shall be responsible for any and all security to be provided for its facility.

LIGHTING. Landlord agrees that Tenant shall be permitted to install on its building such lighting and related equipment as is required by all applicable laws and regulations, including but not limited to, any applicable state and/or federal ATM Safety Act. Tenant acknowledges that Landlord is to be provided with a copy of any and all plans and specifications in connection with said installations by Tenant, which shall be done at Tenant's sole cost and expense in accordance with all applicable laws and in a good and first-class workmanlike manner.

TENANTS INDEMNITY.

Tenant agrees to defend, indemnify and save harmless Landlord from and against all suits, claims or causes of action and any loss, costs and expenses of whatever nature arising from, or claimed to have arisen from, any action, omission or negligence of Tenant, its employees, agents, servants, contractors or invitees or arising from any accident, injury or damage whatsoever caused to any person, or to the property of any person, occurring after the date on which Tenant first enters the Premises to commence its construction work and thereafter which accident, injury or damage occurred, or is claimed to have occurred, at or in connection with the Premises and/or in connection with Tenant's use of the Building Perimeter. In the event Landlord shall be made a party to any litigation or proceeding commenced by or against Tenant (except with respect to suits or litigation commenced by Tenant against Landlord as a result of a breach of this Lease by Landlord), then Tenant shall protect and hold Landlord harmless and shall pay all costs and expenses and reasonable attorneys' fees incurred or paid by Landlord in connection with such litigation or proceeding and shall satisfy any judgment or fines that may be entered against Landlord in such litigation or proceeding.

Tenant agrees to maintain in full force and effect during the term of this Lease, a policy of comprehensive commercial general public liability insurance under which Tenant is a named insured, and under which the insurer agrees to defend, indemnify and hold Landlord, and those in privity of estate with Landlord, harmless from and against all loss, cost, expense and/or liability arising out of or based upon any and all claims, accidents, injuries and damages mentioned in the first paragraph of this Section "8.1" and otherwise, in the form of such standard coverage from time to time available in the Commonwealth of Pennsylvania. Such policy, which may be a blanket policy covering other premises, shall be non- cancelable with respect to Landlord and Landlord's said designees without thirty (30) days' prior written notice to Landlord, and a duplicate original or certificate thereof and of each renewal or replacement thereof during the term of this Lease shall be delivered to Landlord. The minimum limits of liability of such insurance per occurrence shall be Five Million Dollars ($5,000,000) level limits for bodily injury (or death) and property damage. The Landlord shall be an additional insured on said policy using ISO Form 20-26. The said policy shall contain a contractual indemnity clause. Tenant's insurance shall also include contractual liability coverage products and completed operations liability. Landlord shall review Tenant's insurance policy and provide written approval, if acceptable by Landlord, of same within ten (10) days of receipt.

INJURY CAUSED BY THIRD PARTIES. Except as provided in Section 8.3 below, to the maximum extent this Lease may be made effective according to law, Tenant agrees that Landlord shall not be responsible or liable to Tenant, or to those claiming by, through or under Tenant, for any loss or damage that may be occasioned by or through the acts or omissions of persons occupying adjoining premises or any part of the premises adjacent to or connecting with the Premises or any part of the Shopping Center, or by any other unrelated third parties or for any loss or damage resulting to Tenant or those claiming by, through or under Tenant or its or their property from the breaking, bursting, stopping or leaking of electric cables and wires, and water, gas, sewer or steam pipes or conduits, except that the foregoing shall not apply to any loss or damage resulting from any negligence of the Landlord.

Landlord agrees to defend, indemnify and save harmless Tenant from and against all suits, claims or causes of action and any loss, costs and expenses of whatever nature arising from, or claimed to have arisen from, any action, omission or negligence of Landlord, its employees, agents, servants, contractors or invitees or arising from any accident, injury or damage whatsoever caused to any person, or to the property of any person, occurring after the date on which Landlord first commences its construction work and thereafter which accident, injury or damage occurred, or is claimed to have occurred, at or in connection with the Premises or the Shopping Center and/or in connection with Landlord's use of the Premises. In the event Tenant shall be made a party to any litigation or proceeding commenced by or against Landlord (except with respect to suits or litigation commenced by Landlord against Tenant as a result of a breach of this Lease by Tenant), then Landlord shall protect and hold Tenant harmless and shall pay all costs and expenses and reasonable attorneys' fees incurred or paid by Tenant in connection with such litigation or proceeding and shall satisfy any judgment or fines that may be entered against Tenant in such litigation or proceeding and shall satisfy any judgment or fines that may be entered against the Tenant in such litigation or proceeding,

Landlord agrees to maintain in full force during the term of this Lease a policy of public liability and property damage insurance under which Landlord is a named insured, from and against all costs, expenses and/or liability arising out of any and all accidents, injuries and damages mentioned in the first paragraph of this Section "8.3", in the form of such standard coverage from time to time available in the Commonwealth of Pennsylvania. The limits of liability of such insurance per occurrence shall be Five Million Dollars ($5,000,000) level limits for bodily injury (or death) and property damage. The Tenant shall be an additional insured on said policy using ISO Form 20-26.   Such policy, which may be a blanket policy covering other premises, shall be noncancelable without thirty (30) days' written prior notice to Tenant and a duplicate or original or certificate and each renewal or replacement thereof shall be delivered to Tenant.

SCOPE OF INDEMNITY. The indemnity and hold harmless agreements of Landlord and Tenant contained herein shall include indemnity against all costs, and expenses incurred in or in connection with any such claim and the defense thereof, before, during and at trial and any appeal, and each party agrees to provide the other with prompt written notice of any claim as to which such party invokes the indemnity agreement in such party's favor, and shall afford the other party a reasonable opportunity to defend the same.

LANDLORD'S RIGHT OF ACCESS.   Landlord shall have the right with reasonable prior notice to Tenant and at times reasonably convenient to Landlord and Tenant, and accompanied by a representative of Tenant to make access available to prospective or existing mortgagees or purchasers of any part of the Shopping Center or to inspect the Premises to determine if repairs are required. If repairs are required to be made by Tenant pursuant to the terms hereof, Landlord may by notice demand that Tenant make the same forthwith, and if Tenant refuses or neglects to commence such repairs and complete the same with reasonable dispatch, after such demand, Landlord may (but shall not be required to do so) make or cause such repairs to be made (at such times and in such manner as to minimize any interference with Tenant's business operations in the Premises), and the Landlord shall not be responsible for any loss or damage to Tenant's business by reason thereof except if such loss or damage arises out of the negligence of Landlord as provided herein. If Landlord makes or causes such repairs to be made, Tenant agrees that it will forthwith, on demand, pay to Landlord the reasonable cost thereof, and if it shall default in such payment, Landlord shall have the remedies provided for the non-payment of rent or other charges payable hereunder. Likewise, if any repairs are required to be made by Landlord under the terms of this Lease, and it fails or refuses to make such repairs, within a reasonable time after notice from Tenant of the need for such repairs, then Tenant shall have the right to make such required repairs in which event Landlord agrees that it will on demand pay to the Tenant the cost thereof. In the event of an emergency where something is required to be done forthwith in order to avoid damage, either party shall have the foregoing right of self-help without the requirement of formal notice; however, this emergency right as well as the foregoing right of self-help shall be carefully and judiciously exercised by either party, it being understood and agreed that wherever possible, the party initially responsible for taking such action should be given sufficient opportunity so to do in order to avoid any conflict with respect to whether or not self-help should have been invoked or with respect to the reasonableness of the expenses thus incurred.

EXHIBITION OF SPACE TO PROSPECTIVE TENANTS. For a period commencing twelve (12) months prior to the expiration of the term of this Lease, Landlord may, at reasonable times upon notice to Tenant, have access to the Premises accompanied by a representative of Tenant for the purpose of exhibiting the same to prospective tenants.

FIRE AND EXTENDED COVERAGE INSURANCE.

Tenant shall keep the Premises and all leasehold improvements installed in the Premises by the Tenant (and all of Tenant's Trade Fixtures and Equipment, Tenant's merchandise, furnishings, equipment, personal property and plate glass, Tenant's wall covering, floor covering, carpeting and drape, and fixtures and equipment installed by Tenant) insured against loss or damage by fire, with the usual extended coverage and all risk endorsements, including flood and earthquake, in amounts not less than the full insurable, replacement value thereof above foundations. Tenant shall also obtain rental interruption insurance for the benefit of the Landlord. Landlord shall be named as an additional insured on said policy using ISO Form 20-26.

If Tenant fails to obtain or maintain the policy required by section 10.1 (a) above, this shall be considered an Event of Default under this Lease which must be cured upon three (3) days written notice. In the event Tenant fails to maintain the insurance provided for herein, Landlord may obtain such policy and in such event, Tenant agrees to pay Landlord, as Additional Rent, all such insurance premiums separately assessed against the Premises or Tenant's Allocable Share, if such insurance is contained in a blanket policy covering the Shopping Center, as computed under Section "12.3", of any such insurance premiums for the Premises as computed under Section "12.3", as estimated by Landlord. In addition, Tenant shall pay to Landlord its Allocable Share of such premiums relating to the Common Areas, within twenty (20) days after Tenant receives a bill for such premium from the Landlord.   For the insurance years in which this Lease commences and terminates, the provisions of this paragraph shall apply and Tenant's liability for its Allocable Share of any insurance for such year shall be subject to a pro-rata adjustment based on the number of days of said year(s) during which the term of this Lease was in effect.

SPRINKLER SYSTEM. The Tenant shall perform and pay for all charges levied or assessed for services and maintenance related to the sprinkler or to fire protection of the said systems servicing only the Premises.

FIXTURES AND EQUIPMENT INSTALLED BY TENANT. The Tenant shall also at its sole cost and expense, be responsible for carrying insurance against fire and such other risks as are from time to time reasonably required by the Landlord, including, but not limited to a standard "All Risk" policy of property insurance protecting against all risk of physical loss or damage in amounts not less than the replacement cost covering the Fixtures and Equipment, Tenant's merchandise, wall coverings, floor coverings, carpeting, drapes and other equipment and items of personal property. Tenant shall provide to Landlord certificates of insurance (and of each renewal or replacement thereof) evidencing the above. In the event Tenant fails to provide a certificate of insurance evidencing compliance with this Section, Landlord may, but is not obligated to, obtain such insurance and Tenant shall pay to Landlord the premium therefore upon demand.

INSURANCE RATES. Tenant covenants and agrees that it shall not permit anything to be done in or upon the Premises or bring in anything or keep anything therein, which shall increase the rate of insurance on the Premises and/or the Building and/or the Shopping Center above the standard rate on said Premises and/or Building and/or the Shopping Center for the Permitted Use(s), but if it shall do so, it will promptly pay to Landlord on demand any such increase resulting therefrom, which shall be due and payable on demand as additional rent hereunder.

NON-SUBROGATION AGAINST TENANT. Landlord hereby releases Tenant or anyone claiming through the Tenant from any liability or responsibility (to Landlord or anyone claiming through or under Landlord by way of subrogation) for any loss or damage to Landlord's property or loss of rents caused by fire or other risks covered, or required hereunder to be covered, in Landlord's fire policies and in Landlord's policies of rental insurance, if any, even if such loss or damage shall have been caused by the fault or negligence of Tenant (or its agents or employees) provided, however, that this release shall apply and be effective if and only so long as the loss or damage in question shall be covered, or under the Landlord's said insurance required hereunder would have been covered, by a policy or policies containing a clause or endorsement substantially to the effect that any such release by the insured shall not adversely affect, impair, or prejudice the right of the insured to recover for such loss or damage. Landlord agrees to use its best efforts to have such policies contain such clause or endorsement without any extra charge or premium therefor, but if there shall be any extra charge or premium, Landlord shall be excused from obtaining or maintaining such clause or endorsement in said policies unless Tenant shall promptly after notice reimburse Landlord for such extra charge or premium. Upon request of Tenant, Landlord shall furnish Tenant with evidence of the inclusion of such clause or endorsement in such policies; and Landlord shall notify Tenant if such clause or endorsement is thereafter deleted from such policies or any renewals thereof.

NON-SUBROGATION AGAINST LANDLORD. Tenant hereby releases Landlord or anyone claiming through the Landlord from any liability or responsibility (to Tenant or anyone claiming through or under Tenant by way of subrogation) for any loss or damage to Tenant's property or loss of income caused by fire or other risks covered, or required hereunder to be covered, in Tenant's fire policies and in Tenant's policy of business interruption insurance, if any, even if such loss or damage shall have been caused by the fault or negligence of the Landlord or its agents or employees; provided,