LEASE AGREEMENT

Exhibit 10.2

LEASE AGREEMENT

BETWEEN

HEP-DAVIS SPRING, L.P.

as LANDLORD,

and

HEALTHTRONICS, INC.

as Tenant,

Covering approximately 56,423 square feet

of the Building known as

Davis Spring Corporate Center 3

located at

9825 Spectrum Drive

Austin, Texas 78729

TABLE OF CONTENTS

LIST OF DEFINED TERMS

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LEASE AGREEMENT

This Lease Agreement (this “ Lease ”) is entered into by HEP DAVIS SPRING, LP, a Texas limited partnership (“ Landlord ”) and HEALTHTRONICS, INC., a Georgia corporation (“ Tenant ”).

(a) Landlord leases to Tenant and Tenant leases from Landlord, the space depicted on the floor plan attached as Exhibit A (the “ Premises ”) which is all of the approximately 56,423 square foot building (the “ Building ”) commonly known as Davis Spring Corporate Center 3, located on the real property described on Exhibit A (the “ Land ”), subject to the terms and conditions in this Lease. The Land, the Building, and all other improvements thereon are hereinafter collectively referred to as the “ Project ”. The term “square footage of the Premises” or “square footage of the Building” or words to similar effect shall mean the square footage of the Premises or the Building as calculated by the Landlord on the basis of the plans and specifications of the Building including a proportionate share of any common areas. Tenant hereby accepts and agrees to be bound by the figure for the square footage of the Premises and Tenant’s Proportionate Share as detailed in this Section. Landlord and Tenant stipulate that, as of the date of this Lease, the size of the Premises is 56,423 square feet and the size of the Building is 56,423 square feet, and Tenant’s initial “ Proportionate Share ” is 100% (subject to Section 2(a) below). The Proportionate Share shall be adjusted if the size of the Premises changes.

(b) The Lease term shall be eighty-four (84) months, beginning on the later to occur of the date of substantial completion (as defined on Exhibit B ) or August 1, 2008 (such later date, the “ Commencement Date ”) and ending on July 31, 2015 (the “ Term ”) which defined term shall include all renewals and extensions of the Term, if any. Notwithstanding the foregoing if the Commencement Date does not occur on August 1, 2008, then the Term shall end eighty-four (84) months after the first day of the first full calendar month after the Commencement Date. Upon the Commencement Date, Landlord and Tenant shall execute a Notice of Commencement in the form attached hereto as Exhibit C acknowledging the Commencement Date and the date the Lease will expire. Landlord and Tenant acknowledge that HPI Acquisition Company, LLC. (“HPI”) and Tenant have entered into an agreement (the “Purchase Agreement”) providing for HPI or an affiliate thereof to purchase Capital View Center, Building B #201 and #202 and Building C #100, #200 and #300, located at 1301 Capital of Texas Highway South, Austin, Texas 78746 (collectively, “Capital View Center”) from Tenant. If HPI’s (or its affiliate’s) purchase of Capital View Center from Tenant pursuant to the Purchase Agreement does not close by June 15, 2008 for any reason, then the Commencement Date and the expiration date of this Lease shall each be extended (i.e., to a later date) by the number of days after June 15, 2008 that HPI’s (or its affiliate’s) purchase of Capital View Center from Tenant does not close. Notwithstanding the foregoing, in the event the Purchase Agreement is terminated, Tenant shall have the right to terminate this Lease by delivering written notice of termination to Landlord within ten (10) days after the Purchase Agreement is terminated. Failure to give such notice within such ten (10) day period shall be deemed Tenant’s waiver of its right to terminate this Lease pursuant to this Section 1(b). If Tenant terminates this Lease pursuant to this Section 1(b), and such termination is due to the termination of the Purchase Agreement because of, and only because of, Tenant’s default thereunder, Tenant shall reimburse Landlord for Landlord’s costs incurred in connection with the preparation of the Plans (as defined in Exhibit B ), up to a maximum amount of $50,000.00, upon demand. If Tenant terminates this Lease pursuant to this Section 19b) for any other reason, Tenant will not be obligated to reimburse Landlord for Landlord’s costs incurred in connection with the preparation of the Plans.

(a) Tenant shall pay to Landlord “ Base Rent ” in advance, without demand, deduction or set off; equal to the following amounts for the following periods of time:

For purposes of the foregoing schedule of Base Rent, a “Month” shall mean a period of time commencing on the same numeric day as the Commencement Date and ending on (but not including) the day in the next calendar month that is the same numeric date as the Commencement Date. Landlord and Tenant acknowledge that the foregoing schedule of Base Rent reflects free Base Rent for the entire Premises for Months 1 – 3, and free Base Rent for 4,500 square feet of the Premises for Months 4 – 12. Tenant shall pay its Proportionate Share of Operating Expenses for the Premises during any free Base Rent periods pursuant to Section 2(b) of this Lease; provided, however, for the first twelve (12) Months of the Term, Tenant’s Proportionate Share shall exclude 4,500 square feet of the Premises and therefore, during such period of twelve (12) Months, Tenant’s Proportionate Share shall be deemed to be 92.02%. The monthly installment of Base Rent for the fourth Month, plus the other monthly charges set forth in Section 2(b), in the total amount of $64,903.75, shall be due on the date hereof; thereafter, monthly installments of Base Rent shall be due on the first day of each

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calendar month following the Commencement Date. If the Term begins on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, the Base Rent and additional rent for such partial calendar month shall be prorated.

(b) Tenant shall pay, as additional rent, its Proportionate Share of all costs incurred in owning, operating, managing, and maintaining the Premises, the Land and the Building and the facilities and services provided for the common use of Tenant and any other tenants of the Project (collectively, “ Operating Expenses ”) including the following items: (1) Taxes (defined below), and the cost of any tax consultant employed to assist Landlord in determining the fair tax valuation of the Building and Land; (2) the cost of all utilities used in the Building which are not billed separately to a tenant for above Building standard utility consumption or otherwise; (3) the cost of insurance; (4) the cost of repairs, replacement, management fees and expenses, landscape maintenance and replacement, trash service (if provided), security service (if provided) and a replacement reserve for capital items; (5) the cost of dues, assessments, and other charges applicable to the Land payable to any property or community owner association under restrictive covenants or deed restrictions to which the Land is subject; (6) maintenance of fire sprinkler systems; and (7) alterations, additions, and improvements made by Landlord to comply with Laws (defined below) or in order to reduce Operating Expenses. If a particular expense is incurred or charged to more than one building in the Project rather than solely to the Building (such as Taxes on the Land), then, for the purposes of calculating Operating Expenses, the amount of such multi-building expense to be included in Operating Expenses shall be determined by multiplying the expense in question by a fraction, the numerator of which shall be the square footage of the Building and the denominator of which shall be the square footage area of the buildings for which the expense was incurred or otherwise allocated to. On the same day that Base Rent is due, Tenant shall pay to Landlord an amount equal to 1/12 of Landlord’s estimate of Tenant’s Proportionate Share of annual Operating Expenses. The initial monthly payments are based upon Landlord’s estimate of the Operating Expenses for the year in question, and shall be increased or decreased annually to reflect the projected actual Operating Expenses for that year. Within 90 days after each calendar year or as soon thereafter as is reasonably practicable, Landlord shall deliver to Tenant a statement setting forth the actual Operating Expenses for such year. If Tenant’s total payments in respect of Operating Expenses for any year are less than Tenant’s Proportionate Share of Operating Expenses for that year, Tenant shall pay the difference to Landlord within thirty (30) days after Landlord’s request therefor; if such payments are more than Tenant’s Proportionate Share of Operating Expenses, Landlord shall retain such excess and credit it against Tenant’s future monthly payments, except that any credit remaining at the expiration or earlier termination of this Lease shall be paid to Tenant within thirty (30) days after such expiration or termination. Operating Expenses shall not include the following: (A) any costs for interest, amortization, or other payments on loans to Landlord, or any depreciation on the Building; (B) commissions or other expenses incurred in leasing or procuring tenants; (C) legal expenses other than those incurred for the general benefit of the tenants of the Building; (D) allowances, concessions, and other costs of renovating or otherwise improving space for occupants of the Building or vacant space in the Building; (E) federal income taxes imposed on or measured by the income of Landlord from the operation of the Building; (F) rents under ground leases; (G) costs incurred in selling, syndicating, financing, mortgaging, or hypothecating any of Landlord’s interests in the Building; and (H) costs of capital improvements except for those provided in (7) above and except that Landlord may include in Operating Expenses only such portion of capital improvement costs as is necessary to amortize such improvements over their useful life. There shall be no duplication of costs for reimbursements in calculating Operating Expenses. The amounts of the monthly Base Rent and Tenant’s Proportionate Share of Operating Expenses for the fourth Month (and the part thereof attributable to Taxes) are as follows:

(c) If any payment required of Tenant under this Lease is not paid within five (5) days after due, Landlord may charge Tenant a fee equal to 5% of the delinquent payment to reimburse Landlord for its cost and inconvenience incurred as a consequence of Tenant’s delinquency.

(d) All payments and reimbursements required to be made by Tenant under this Lease shall constitute “ rent ” (herein so called). All rent payments shall be sent to the following address, which address may be changed from time to time by Landlord:

HEP Davis Springs, LP

PO Box 202220

Dept 4348

Dallas, Texas 75320-2220

(e) Landlord shall keep good and accurate books and records in accordance with sound accounting principles consistently applied concerning the Operating Expenses, and Tenant and/or Tenant’s representative (provided such representative of Tenant is a certified public accountant and is not compensated for such audit on a contingency basis) shall have the right, upon 10 days notice, to audit, inspect and copy such books and records. Landlord shall pay for Tenant’s costs and expenses (up to $5,000.00) associated with any final audit that reveals that the actual Operating Expenses were overcharged by five percent (5%) or more from the amount stated in Landlord’s statement of actual Operating Expenses provided to the Tenant. Prior to release of the inspection or audit, Tenant shall provide Landlord with a copy of the preliminary inspection or audit report and in the event Landlord has any objection thereto, Landlord and Tenant and its inspector or auditor, as applicable, shall work in good faith to resolve such disputes prior to issuance of the final audit report. In any event, Landlord shall credit Tenant in the same manner as overpayments of Operating Expenses per subparagraph (b) above all Operating Expenses shown by such inspection to have been overpaid by Tenant, as determined by the final inspection or audit report, as applicable, and, similarly, Tenant shall promptly pay Landlord all Operating Expenses shown by such final audit or inspection to have been underpaid by Tenant, as mutually determined by Landlord and Tenant in good faith. Tenant shall not have the right to conduct any such inspection more frequently than once annually or for periods prior to the immediately preceding lease year.

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(f) Tenant shall deposit with Landlord on the date hereof Eighty-One Thousand Five Hundred Thirty-One and 24/00 Dollars ($81,531.24) (the “ Security Deposit ”) which shall be held by Landlord to secure Tenant’s obligations under this Lease; however, the Security Deposit is not an advance rental deposit or a measure of Landlord’s damages for an Event of Default (defined below). Landlord may use any portion of the Security Deposit to satisfy Tenant’s unperformed obligations hereunder, without prejudice to any of Landlord’s other remedies. If so used, Tenant shall pay Landlord an amount that will restore the Security Deposit to its original amount upon request. In connection with any waiver of a Tenant default or modification of this Lease, Landlord may require that Tenant provide Landlord with an additional amount to be held as part of the Security Deposit. The unused portion of the Security Deposit (together with a detailed accounting and supporting evidence of the amounts, if any, withheld from the Security Deposit) will be returned to Tenant within 30 days after the end of the Term, provided that no Event of Default exists at the expiration of the Term.

(g) With respect to any calendar year or partial calendar year in which the Building is not occupied to the extent of 95% of the area thereof those Operating Expenses which fluctuate with occupancy for such period shall, for the purposes hereof, be increased to the amount which would have been incurred had the Building been occupied to the extent of 95% of the area thereof.

(a) Landlord shall pay all taxes, assessments and governmental charges whether federal, state, county, or municipal and whether they are imposed by taxing or management districts or authorities presently existing or hereafter created (collectively, “ Taxes ”) that accrue against the Premises, the Land and the Building. If, during the Term, there is levied, assessed or imposed on Landlord a capital levy or other tax directly on the rent or a franchise tax, assessment, levy or charge measured by or based, in whole or in part, upon rent, then all such taxes, assessments, levies or charges, or the part thereof so measured or based, shall be included within the term “Taxes.” Notwithstanding anything to the contrary set forth in the definition of Taxes, for purposes of determining Tenant’s Proportionate Share of Taxes, Taxes shall include only one-half (1/2) of the franchise taxes commonly referred to as the “Margin Tax” payable by Landlord that pertain to the Premises, the Land and the Building in the determination of Taxes.

(b) Tenant shall (1) before delinquency pay all taxes levied or assessed against any personal property, fixtures or alterations placed in the Premises and (2) upon the request of Landlord, deliver to Landlord receipts from the applicable taxing authority or other evidence acceptable to Landlord to verify that such taxes have been paid. If any such taxes are levied or assessed against Landlord or Landlord’s property and (A) Landlord pays them or (B) the assessed value of Landlord’s property is increased thereby and Landlord pays the increased taxes, then Tenant shall pay to Landlord such taxes within ten days after Landlord’s request therefor.

(c) TENANT HEREBY WAIVES ALL RIGHTS TO PROTEST THE APPRAISED VALUE OF THE PROJECT OR TO APPEAL THE SAME AND ALL RIGHTS TO RECEIVE NOTICES OF REAPPRAISALS AS SET FORTH IN SECTIONS 41.413 AND 42.015 OF THE TEXAS TAX CODE.

(a) This Lease is intended to be a net lease; accordingly, Landlord’s maintenance obligations are limited to maintenance and replacement of the Building’s roof, the foundation piers and structural members of the exterior walls (collectively, the “ Building Structure ”); however, Landlord shall not be responsible for alterations to the Building Structure required by Law because of Tenant’s use of the Premises (which alterations shall be performed by Tenant). The Building Structure does not include skylights, windows, glass or plate glass, doors, special storefronts or office entries, all of which shall be maintained by Tenant.

(b) Additionally, Landlord shall, maintain the parking areas, driveways, alleys and grounds located on the Land in a clean and sanitary condition, consistent with the operation of a first-class office/warehouse building, including prompt maintenance, repairs and replacements of (1) any drill or spur tract servicing the Premises, (2) the exterior of the Building (including painting), (3) irrigation systems and sewage lines, and (4) any other items normally associated with the foregoing. Additionally, Landlord shall maintain any private entry drives, any detention ponds, and other common areas for the Project. Tenant shall promptly notify Landlord of any work required to be performed under this Section 4. All costs in performing the work described in this Section 4(b) shall be included in Operating Expenses, subject to the applicable provisions of Section 2(b) hereof.

(c) Additionally, Landlord shall maintain any private entry drives, the detention ponds, and other common areas for the Project as shown on Exhibit A-1 . The Building’s Proportionate Share of all costs in performing the work described in this Section 4(c) shall be included in Operating Expenses, subject to the applicable provisions of Section 2(b) hereof. As used herein, the term “Building’s Proportionate Share” shall mean a fraction which is determined by dividing the number of square feet contained in the Building (56,423) by the number of square feet then contained in the Project. Currently there are 261,582 square feet in the Project, and therefore the initial Building’s Proportionate Share is 21.57%. As additional square footage in the Project is completed and becomes ready for occupancy, the number of square feet in the Project will increase and the Building’s Proportionate Share will be adjusted accordingly.

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(d) Notwithstanding any other provision hereof, if Landlord fails to perform its maintenance and repair obligations hereunder and if (i) the lack of such maintenance and repair by Landlord materially impairs Tenant’s use of the Premises, (ii) the need for such maintenance and repair is not caused by Tenant or Tenant’s contractors, agents, employees, customers, licensees or invitees, and (iii) Landlord fails to make any required repairs within thirty (30) days after the receipt of Tenant’s written notice or, in the event the nature of Landlord’s obligation is such that more than thirty (30) days are required for its performance and Landlord fails to commence performance within the thirty (30) day period and thereafter diligently pursue the completion of same using commercially reasonable efforts, Tenant may, at its option, make such repair or replacement on Landlord’s behalf and recover from Landlord Tenant’s reasonable out-of-pocket costs and expenses in connection with the exercise of such right; provided that if the repair or replacement affects any portion of the Building which is the subject of any warranty or maintenance/service agreement (such as, without limitation, the roof), Tenant shall use Landlord’s designated contractor for such repair and/or replacement so as not to impair or invalidate the warranty or maintenance/service agreement. In the case of any damage to such components or systems caused by Tenant or Tenant’s agents, employees, contractors, customers, licensees or invitees, the cost to repair the same shall be paid for by Tenant.

(a) Tenant shall maintain all parts of the Premises [except for maintenance work which Landlord is expressly responsible for under Section 4(a) above] including without limitation, dock and loading areas, man doors, truck doors, dock levelers, shelters, seals and bumpers (if any), lighting, plumbing, restrooms, water and sewer lines up to points of common connection, fire sprinklers and fire protection systems, entries, doors, ceilings, windows, interior walls, and the interior side of demising walls, electrical systems, and air rotation equipment in good condition and promptly make all necessary repairs and replacements to the Premises, normal wear and tear and damage by casualty excepted. Tenant shall repair and pay for any damage caused by a Tenant Party (defined below) or caused by Tenant’s default hereunder.

(b) Tenant shall maintain the hot water equipment and the heating, air condition, and ventilation equipment and systems (the “ HVAC System ”) in good repair and condition and in accordance with Law and with such equipment manufacturers’ suggested operation/maintenance service program; such obligation shall include replacement of all equipment necessary to maintain such equipment and system in good working order. Within ten days after the Commencement Date, Tenant shall enter into regularly scheduled preventive maintenance/service contracts for such equipment, each in compliance with Landlord’s specifications and otherwise in form and substance and with a contractor reasonably acceptable to Landlord, and deliver copies thereof to Landlord. At least 14 days before the end of the Term, Tenant shall deliver to Landlord a certificate from an engineer reasonably acceptable to Landlord certifying that the hot water equipment and the HVAC System are then in good repair and working order, reasonable wear and tear excepted.

Tenant shall not make any alterations, additions or improvements (collectively, “ Alterations ”) to the Premises without the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed so long as the Alteration (i) does not affect the Building Structure, (ii) does not materially and adversely affect the HVAC System, or the mechanical, electrical or plumbing or other systems of the Building and (iii) does not affect and is not visible from the exterior of the Premises. Landlord shall not be required to notify Tenant of whether it consents to any Alterations until it has received plans and specifications therefor which are sufficiently detailed to allow construction of the work depicted thereon to be performed in a good and workmanlike manner. Landlord will notify Tenant of its approval or disapproval of any requested Alteration within fifteen (15) business days after Landlord’s receipt of all information regarding such Alteration required pursuant to this Section 6. In the event Landlord fails to respond to such request within said fifteen (15) business day period, Tenant’s requested Alterations shall be approved. If the Alterations will affect the Building Structure, HVAC System, or mechanical, electrical, or plumbing systems, then the plans and specifications therefor must be prepared by a licensed engineer reasonably acceptable to Landlord. Landlord’s approval of any plans and specifications shall not be a representation that the plans or the work depicted thereon will comply with law or be adequate for any purpose, but shall merely be Landlord’s consent to performance of the work. Upon completion of any Alterations, Tenant shall deliver to Landlord accurate, reproducible as-built plans therefor. Tenant may erect shelves, bins, machinery and trade fixtures provided that such items (1) do not alter the basic character of the Premises; (2) do not overload or damage the same; and (3) may be removed without damage to the Premises. Unless Landlord specifies in writing otherwise, all Alterations shall be Landlord’s property when installed in the Premises. All work performed by a Tenant Party in the Premises (including that relating to the installations, repair, replacement, or removal of any item) shall be performed in accordance with Laws and with Landlord’s specifications and requirements, in a good and workmanlike manner, and so as not to damage or alter the Building Structure or the Premises. Any contractors used by Tenant must carry liability insurance reasonably acceptable to Landlord, and Tenant shall deliver evidence of such insurance to Landlord before any construction is commenced. In connection with any such alteration, addition, or improvement costing in excess of $20,000.00, Tenant shall pay to Landlord an administration fee of 5% of all costs incurred for such work (excluding the Initial Improvements). Tenant shall be responsible for compliance with American With Disabilities Act of 1990 for the interior, non-structural portions of the Premises, Landlord shall be responsible for compliance with the American With Disabilities Act of 1990 relative to the Building Structure, and all Building common areas including, but not limited to, parking areas, sidewalks, entrances, and access ways, unless such compliance is required solely in connection with Tenant’s specific use of the Premises or a Tenant alteration of the Building, in which case such compliance shall be Tenant’s responsibility. Further, Landlord shall construct the Initial Improvements in compliance with the American With Disabilities Act of 1990.

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Tenant shall not place, install or attach any signage, decorations, advertising media, blinds, draperies, window treatments, bars, or security installations to the Premises or the Building without Landlord’s prior written approval. Landlord hereby agrees that Tenant may install one sign on the exterior of the Building, subject to compliance with all applicable Laws, the Building signage criteria provided attached hereto as Exhibit D and the provisions of this Section 7. Upon the expiration or earlier termination of this Lease, Tenant shall remove all Tenant’s signage, and Tenant shall repair, paint, and/or replace any portion of the Premises or the Building damaged or altered as a result of its signage when it is removed (including, without limitation, any discoloration of the Building). Tenant shall not (a) make any changes to the exterior of the Premises or the Building, (b) install any exterior lights, decorations, balloons, flags, pennants, banners or paintings, or (c) erect or install any signs, windows or door lettering, decals, window or storefront stickers, placards, decorations or advertising media of any type that is visible from the exterior of the Premises or the Building without Landlord’s prior written consent. Landlord shall not be required to notify Tenant of whether it consents to any sign until it has received detailed, to-scale drawings thereof specifying design, material composition, color scheme, and method of installation. Landlord will notify Tenant of its approval or disapproval of any requested sign within fifteen (15) business days after Landlord’s receipt of all information regarding such sign required pursuant to this Section 7. If Landlord fails to respond to Tenant’s request within said fifteen (15) business day period, Tenant’s requested signage shall be deemed approved.

Tenant shall pay directly to the utility provider all electricity, gas, and telephone charges used at the Premises, together with any taxes, penalties, surcharges, maintenance charges, and the like pertaining thereto. Tenant shall obtain telephone and computer line service to the Premises. Landlord shall provide, as part of the Initial Improvements, all other utility service connections to the Premises, including water, gas, electricity and sewer. Except for electricity and gas services (which shall be separately metered to the Premises) and telephone service, Tenant’s use of all utilities shall be part of Operating Expenses; provided, however, if Tenant’s use of any utility exceeds Building standard service, Landlord may, at Tenant’s expense, separately meter and bill Tenant directly for its use of any such utility service, in which case, the amount separately billed to Tenant for above Building standard utility service shall not be duplicated in Tenant’s obligation to pay additional rent under Section 2(b). Landlord shall not be liable for any interruption or failure of utility service to the Premises; provided, however, that if any such interruption results directly from the acts of Landlord or Landlord’s agents, employees or contractors, Tenant, as Tenant’s sole and exclusive remedy therefor, shall be allowed an abatement of Base Rent for each day after the second (2nd) business day of such interruption until such service is restored. All amounts separately billed Tenant by Landlord under this Section 8 shall be payable within thirty (30) days after Landlord’s request therefor.

Tenant shall maintain (a) workers’ compensation insurance (with a waiver of subrogation endorsement reasonably acceptable to Landlord) and commercial general liability insurance (with contractual liability endorsement), including personal injury and property damage in the amount of $3,000,000 per occurrence combined single limit for personal injuries and death of persons and property damage occurring in or about the Premises, plus umbrella coverage of at least $5,000,000 per occurrence, and (b) fire and extended coverage insurance covering (1) the replacement cost of all of Tenant’s contents in the Premises, and (2) loss of profits in the event of an insured peril damaging the Premises. Such policies shall name Landlord and the Project manager (currently HPI Management Company) as additional insureds (and as loss payees on the fire and extended coverage insurance), (B) be issued by an insurance company reasonably acceptable to Landlord, (C) provide that such insurance may not be cancelled unless 30-days’ prior written notice is first given to Landlord, (D) be delivered to Landlord by Tenant before the Commencement Date and at least 15 days before each renewal thereof, and (E) provide primary coverage to Landlord when any policy issued to Landlord is similar or duplicate in coverage, in which case Landlord’s policy shall be excess over Tenant’s policies.

Throughout the Term of this Lease, Landlord shall maintain commercial general liability insurance, in an amount not less than $3,000,000 (in a combination of Primary plus Umbrella/Excess Liability policies), fire and extended coverage casualty insurance, including vandalism and malicious mischief coverage, covering at least one hundred percent (100%) of the replacement value of the Building, and such other insurance as Landlord deems necessary. The cost of all insurance carried by Landlord with respect to the Building and the Land shall be included in Operating Expenses. Landlord shall name Tenant as an additional insured on Landlord’s commercial general liability insurance policy.

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(a) Tenant shall give written notice to Landlord of any damage to the Premises or the Building promptly on discovery of the same. If the Premises or the Building is totally destroyed by an insured peril, or so damaged by an insured peril that, in Landlord’s reasonable estimation, rebuilding or repairs cannot be substantially completed within 180 days after the date of Landlord’s actual knowledge of such damage, then either Landlord or (if a Tenant Party did not cause such damage) Tenant may terminate this Lease by delivering to the other written notice thereof within 30 days after Landlord notifies Tenant that the rebuilding or repairs cannot be substantially completed within 180 days, in which case, the rent shall be abated from the date of occurrence through the unexpired portion of this Lease, effective upon the date such damage occurred. Time is of the essence with respect to the delivery of such notices.

(b) Subject to Section 10(c), if this Lease is not terminated under Section 10(a), then Landlord shall restore the Premises to substantially its previous condition, except that Landlord shall not be required to rebuild, repair or replace any part of the contents required to be covered by Tenant’s insurance under Section 9. If the Premises are untenantable, in whole or in part, during the period beginning on the date such damage occurred and ending on the date of substantial completion of Landlord’s repair or restoration work (the “ Repair Period ”) then the rent for such period shall be reduced to such extent as may be fair and reasonable under the circumstances and the Term shall be extended by the number of days in the Repair Period.

(c) If the Premises are destroyed or substantially damaged by any peril not covered by the insurance maintained by Landlord or any Landlord’s Mortgagee (defined below) requires that insurance proceeds be applied to the indebtedness secured by its Mortgage (defined below) or to the Primary Lease (defined below) obligations, Landlord may terminate this Lease by delivering written notice of termination to Tenant within 30 days after such destruction or damage or such requirement is made known by any such Landlord’s Mortgagee, as applicable, whereupon all rights and obligations hereunder shall cease and terminate, except for any liabilities of Tenant which accrued before this Lease is terminated, provided that all Base Rent and any additional rent accruing after the date of the casualty shall be abated, and any rent or other monies paid in advance by Tenant under the terms of this Lease for the period from and after the casualty shall be repaid to Tenant, and any Security Deposit to which Tenant is entitled shall be returned to Tenant in accordance with Section 2(f).

(a) Landlord shall not be liable to Tenant or Tenant’s agents, employees or contractors, or those claiming by, through, or under any of them for any injury to or death of any person or persons or any damage to or loss, or loss of use of any real or personal property caused by casualty, theft, or any criminal or tortious acts or omissions of any third party; unless caused solely by Landlord’s negligence or intentional misconduct. In addition, notwithstanding anything to the contrary contained in this Lease, Landlord and Tenant each waives any claims it might have against the other for any damage to or theft, destruction, loss or loss of use of any property, to the extent the same is insured against under any insurance policy that covers the Premises, the Building, the Project, Landlord’s or Tenant’s fixtures, personal property, leasehold improvements, or business, or is required to be insured against by the party which might have such claim under the terms of this Lease, REGARDLESS OF WHETHER THE NEGLIGENCE (OF WHATEVER TYPE OR NATURE, INCLUDING, BUT NOT LIMITED TO, GROSS NEGLIGENCE) OR FAULT OF THE OTHER PARTY CAUSED SUCH LOSS. EACH PARTY SHALL CAUSE ITS INSURANCE CARRIER TO ENDORSE ALL APPLICABLE POLICIES WAIVING THE CARRIER’S RIGHT OF RECOVERY UNDER SUBROGATION OR OTHERWISE AGAINST THE OTHER PARTY.

(b) Subject to Section 11(a), Tenant shall defend, indemnify, and hold harmless Landlord and its agents and employees from and against all claims, demands, liabilities, causes of action, suits, judgments, attorneys’ fees and expenses for any Loss (as defined below) arising from any occurrence within, on or about the Premises or arising from any act or omission (whether negligent, intentional or otherwise) of Tenant or Tenant’s agents, employees, invitees or contractors, except to the extent that a Loss is caused solely by the negligence or intentional misconduct of Landlord. The term “ Loss ” means any injury to or death of any person or persons or any damage to or theft, destruction, loss, or loss of use of any real or personal property caused by casualty, theft, fire, or any acts or omissions of any person or party, and any injury or damage or inconvenience which may arise through repair or alteration, or failure to make repairs, or from any other cause.

(c) Subject to Section 11(a), Landlord shall defend, indemnify, and hold harmless Tenant and its agents and employees from and against all claims, demands, liabilities, causes of action, suits, judgments, attorneys’ fees and expenses for any Loss arising from any occurrence within, on or about the Premises or Project, to the extent, and only to the extent the Loss is caused solely by the negligence or intentional misconduct of Landlord, or its agents, employees, invitees or contractors.

THESE INDEMNITY PROVISIONS SHALL SURVIVE TERMINATION OR EXPIRATION OF THIS LEASE.

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(a) The Premises shall be used only for offices, receiving, storing, light manufacturing and assembling, shipping and selling products, materials and merchandise made or distributed by Tenant and for such other lawful purposes as may be incidental thereto, provided that such uses are in compliance with all applicable Laws; however, no retail sales may be made from the Premises. Outside storage is prohibited. Tenant shall be solely responsible for complying with all Laws applicable to the use, occupancy, and condition of the Premises; provided, however, that Landlord shall deliver the Premises to Tenant in a condition which is in compliance with all Laws. Tenant shall not permit any objectionable or unpleasant odors, smoke, dust, gas, light, noise or vibrations to emanate from the Premises; nor take any other action that would constitute a nuisance or would disturb, unreasonably interfere with, or endanger Landlord or any other person; nor permit the Premises to be used for any purpose or in any manner that would (1) void the insurance thereon, (2) increase the insurance risk, or (3) cause the disallowance of any sprinkler credits. Tenant shall pay to Landlord on demand any increase in the cost of any insurance on the Premises incurred by Landlord, which is caused by Tenant’s use of the Premises or because Tenant vacates the Premises.

(b) Tenant and its employees and invitees shall have the non-exclusive right to use, in common with others, the parking areas associated with the Premises which Landlord has designated for such use, subject to (1) such reasonable rules and regulations as Landlord may promulgate from time to time and (2) rights of ingress and egress of other tenants and their employees, agents and invitees. Tenant shall have the right to use unreserved, surface parking spaces at a ratio of four (4) spaces per 1,000 square feet of the Premises in common with other tenants of the Project. Upon receipt of notice from Tenant that the foregoing number of parking spaces are not available for Tenant’s use, Landlord shall take such steps as are necessary to provide Tenant with use of number of parking spaces to which Tenant is entitled.

(c) Landlord shall have the right to establish and amend from time to time, rules and regulations governing all tenants’ uses and occupancy of the Building (provided the same are reasonable, non-discriminatory and uniformly enforced), and provided further that in the event of a conflict between those rules and this Lease, this Lease shall control.

Upon reasonable notice, Landlord and Landlord’s agents and representatives may enter the Premises during business hours to inspect the Premises; to make such repairs as may be required or permitted under this Lease; to perform any unperformed obligations of Tenant hereunder; and to show the Premises to prospective purchasers, mortgagees, ground lessors, and (during the last 12 months of the Term) tenants. During the last 12 months of the Term, Landlord may erect a sign on the Premises indicating that the Premises are available. Tenant shall notify Landlord in writing of its intention to vacate the Premises at least 60 days before Tenant will vacate the Premises; such notice shall specify the date on which Tenant intends to vacate the Premises (the “ Vacation Date ”). At least 30 days before the Vacation Date, Tenant shall arrange to meet with Landlord for a joint inspection of the Premises. After such inspection, Landlord shall prepare a list of items that Tenant must perform before the Vacation Date, which shall not include repairs due to normal wear and tear or casualty. If Tenant fails to arrange for such inspection, then Landlord may conduct such inspection and Landlord’s reasonable determination of the work Tenant is required to perform before the Vacation Date shall be conclu