OFFICE LEASE AGREEMENT

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                                                                   EXHIBIT 10.13

                             OFFICE LEASE AGREEMENT

TENANT              EDIX CORPORATION

LANDLORD:           FRANKLIN TEMPLETON INVESTOR SERVICES, LLC

DATE OF SIGNATURE: OCTOBER 8, 2001

                    FRANKLIN TEMPLETON INVESTOR SERVICES, LLC
                              ONE FRANKLIN PARKWAY
                           SAN MATEO, CALIFORNIA 94403
                                 (650) 312-5812

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                              OFFICE LEASE AGREEMENT

     THIS OFFICE LEASE AGREEMENT ("Lease") is entered into by and between the
"Landlord" and 'Tenant" as hereafter set forth.

                  ARTICLE 1. SUMMARY OF FUNDAMENTAL LEASE TERMS

1.1 Landlords Name and Address:

    FRANKLIN TEMPLETON INVESTOR SERVICES, LLC
    a Delaware limited liability company, its successors and assigns
    One Franklin Parkway
    San Mateo, CA 94403

1.2 Tenant's Name and Address:

    After the Commencement Date:
    EDIX CORPORATION
    A Delaware corporation, Its successors and assigns
    140 Fountain Parkway, Suite 400
    St. Petersburg, FL 33716

    Prior to the Commencement Date:
    EDIX CORPORATION
    3001 Executive Drive, Suite 370
    Clearwater, FL 33762

1.3 Leased Premises:

    Suite No.: 400
    Floor No.: 4th
    Approximate useable area:   37,900 square feet
    Approximate rentable area: 37,900 square feet
    Building Address:           140 Fountain Parkway
                               St. Petersburg, FL 33716

1.4 Commencement Date (estimated). December 15, 2001

    (See Section 2.1(g)).

1.5 Monthly Base Rent:         Commencement Date    $53,849.50
    (See also Section 4.1).    -1/31/03
                              2/1/03 - 1/31/04     $55,365.58
                               211/04 - 1/31/05     $57,639.58
                              2/1/05 - 1/31/06     $60,324.17
                              2/1/06 - 1/31/07     $65,377.50

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1.6 Term: The period commencing on the Commencement Date and expiring bn January
31, 2007. In the event the, Landlord decides not to occupy the Premises for
Landlord's own use, Landlord hereby grants the Tenant a Right of First Offer to
Renew the Lease for a five (5) year term under the terms specified in Exhibit 6
attached hereto.

1.7 Security Deposit: None

1.8 Building Rentable Area: 303,000 Rentable Square Feet

     (See Section 2.1(e)).

1.9 [Intentionally Deleted]

1.10 [Intentionally Deleted]

1.11 Tenant's Improvement Allowance

     (See the Work Agreement). Up to $180,000 + $20,000 for CDs & Specifications
of Tenant's Work

1.12 Tenant's Work Deadlines

     The deadline for submission to Landlord of Construction Drawings for
Tenant's Work will be: October 20, 2001

1.13 Broker: Echelon Real Estate Services, LLC

1.14 Lease Guaranty: Continuing and Unconditional Guaranty of Lease in the form
attached as Exhibit "3"

1.15 Addenda, Exhibits and Riders. The following Exhibits are incorporated by
reference into this Lease and expressly made a part hereof:

    Exhibit 1    Leased Premises Space Plan
    Exhibit 2    Legal Description of Real Property
    Exhibit 3    Continuing and Unconditional Guaranty of Lease
    Exhibit 4    Work Agreement
    Exhibit 5    Rules and Regulations
    Exhibit 6    Right of First Offer to Renew

                             ARTICLE 2. DEFINITIONS

2.1 Function of Definitions. Certain fundamental provisions of this Lease are
presented in this summary format in this Article to facilitate convenient
reference by the parties. These definitions are in addition to any other
definitions contained in this Lease. All references In this Lease to the
following terms shall be accorded the meanings or definitions given in this
Article, as though such meaning or definition were fully set forth throughout
the text hereof, unless such

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meanings are expressly modified, limited or expanded elsewhere in this Lease.
This Article, together with the terms herein referenced shall constitute an
integral part of this Lease.

(a) "Monthly Base Rent shall mean the sums as set forth in Section 1.5 above.
The Monthly Base Rent does not include (I) any sales or use tax assessed on
Monthly Base Rent; or (ii) any charges due for excess utility usage, all of
which are also payable to Landlord.

(b) [Intentionally Deleted]

(c) [Intentionally Deleted]

(d) "Buildings" shall mean one building located on certain real property located
in the City of St. Petersburg, Pinellas County, Florida, having a current
address of 140 Fountain Parkway, St. Petersburg, Florida 33716.

(e) "Building Rentable Area" shall mean the combined Rentable Square Footage of
the Building, as estimated by Landlord, which is set forth In Section 1.8 above.

(f) "Business Days" shall mean all days, except Sundays, New Year's Day,
President's Day, Memorial Day, Independence Day, Christmas Day, Labor Day,
Thanksgiving and other legal holidays on which national banks are closed.

(g) "Commencement Date" shall mean the earliest to occur of: (i) the date on
which Tenant opens for business in and on the Leased Premises, or any portion
thereof; or (ii) the date of "Substantial Completion" (as defined in the Work
Agreement) of the Tenants Work by Landlord but no earlier than November 15 2001

(h) "Common Area" shall mean and include all areas, improvements, facilities and
equipment from time to time designated by Landlord for the general and
nonexclusive common use or benefit of Tenant, other tenants of the Buildings,'
Landlord, and their respective officers, partners, directors, employees, agents,
licensees, contractors, customer and. invitees, to the extent customers and
Invitees are under the principal's control or direction, including the
following: (i) any areas in the Buildings devoted to lobbies, hallways,
elevators, rest rooms, janitorial closets, mailrooms, and other similar
facilities provided for the common use or benefit of tenants generally and/or
for the public located in the Buildings (but, shall not include any such areas
designated for the exclusive use or benefit of a particular tenant); (ii)
portions of the Buildings used for mechanical rooms, electrical facilities,
telephone closets, fire towers and building stairs (but shall not include any
such areas designated for the exclusive use or benefit of a particular tenant);
(ill) elevator shafts, vents, stacks, pipe shafts and vertical ducts; and (iv)
those portions of the Buildings and/or the Real Property which are provided and
maintained for the common use and benefit of Landlord and tenants of the
Buildings only and employees and invitees and licensees of Landlord and such
tenants; including, without limitation, all atriums, walkways, parking areas,
and alt streets, sidewalks and landscaped areas comprising the Real Property.

(i) "Default Rate" shall mean Interest at the highest rate permitted by law.

(j) [Intentionally Deleted]

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(k) [Intentionally Deleted]

(l) "Leased Premises" shall mean the portion of the Building leased to Tenant as
described in Section 1.3 above and as further outlined in red on the floor plan
attached as Exhibit "1" hereto, being located in the office building known as
"140 Fountain Parkway" in the development known as "Carillon" (the "Project") on
the real property legally described in Exhibit "2", Pinellas County, Florida
(the "Real Property").

(m) "Normal Business Hours" shall mean the hours from 7:00 a.m. to 9:00 p.m.
during all Business Days, other than Saturdays, and from 8:00 am, to 5:00 p.m.
on all Saturday Business Days. The Normal Business Hours of the Building are the
typical hours of operation, but in no way shall be deemed to restrict Tenant's
access to the Leased Premises and Common Areas during other periods of time.

(n) [Intentionally Deleted]

(o) [Intentionally Deleted]

(p) [Intentionally Deleted]

(q) "Rent" shall mean the Monthly Base Rent.

(r) "Tenant's Insurance Limits" shall mean insurance coverage in compliance with
the requirements of this Lease, having the following limits: (a) Worker's
Compensation Insurance --- to meet the requirements of Florida law; (b)
Commercial General Liability Insurance -- minimum limits of $1,000,000.00 per
occurrence; $1,000,000.00 personal and advertising Injury; $50,000.00 fire
damage (any one fire); $5,000.00 medical expense (any one person) and
$2,000,000.00 in the general aggregate; (C) Business Automobile Insurance ---
combined single limits of $1,000,000.00 per accident, and (d) Commercial
Umbrella -- minimum limits of $5,000,000.00 in excess of primary coverage limits
(See Article 11).

(s) "Tenant's Permitted Use" Tenant may use the Leased Premises solely for
general, administrative and clerical office purposes and for no other purpose.
(See Section 6.1).

(t) "Tenant's Work" shall mean alt work to be performed by or for the account
and at the sole expense of Tenant in the Leased Premises in strict accordance
with the Work Agreement.

(u) "Term" shall mean the period described in Section 1.6 above commencing on
the Commencement Date and ending at 11:59 p m on January 31, 2007 (Expiration
Date) or on such earlier date in which the Term of this Lease shall expire or
be canceled or terminated pursuant to any of the conditions or covenants of this
Lease or pursuant to law, and furthermore, shall include any renewal term, if
such renewal term comes into existence (but only if a renewal term has been
expressly provided for under Section 1.6 above).

(v) [Intentionally Deleted]

(w) [Intentionally Deleted]

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(x) "Utility Overtime Charge" An amount currently equal to $20.00 per hour per
leased floor of the Building for all HVAC service furnished during other than
Normal Business Hours, without reduction for total square footage of space
occupied or utilizing HVAC service on the floor at the time such service is
requested. Such charge may be increased from time to time in Landlord's sole
discretion. (See Section 7.1)

(y) "Vehicle Parking Allocation" Tenant shall be entitled to 190 reserved on
site parking spaces at no charge for the entire term of the lease.

(z) "Work Agreement" shall mean the Work Agreement and its Schedules attached
hereto as Exhibit "4" and made a part hereof.

                      ARTICLE 3. LEASED PREMISES AND TERM

3.1 Leased Premises. Subject to the rent, terms and conditions herein set forth,
Landlord hereby leases to Tenant and Tenant hereby rents from Landlord the
Leased Premises, subject to the terms and Provisions of this Lease to have and
to hold for the Term, unless the Term shall be sooner terminated as hereinafter
provided, and any renewal term, in addition, as an appurtenance to this Lease,
Tenant shall have the general and non-exclusive right to use the Common Area
subject to the terms and conditions of this Lease.

3.2 Landlord's Reservation. Landlord shall retain absolute dominion and control
over the Common Area and shall operate and maintain the Common Area in such
manner as Landlord In Its sole discretion shall determine provided however, such
exclusive right shall not operate to prohibit Tenant from Its material benefit
and enjoyment of the Leased Premises for Tenant's Permitted Use as defined in
Section 2.1(s) above and the Vehicle Parking Allocation as set forth in Section
2.1(y) above. Tenant acknowledges that, without advance notice to Tenant, and
without any liability to Tenant in any respect, Landlord shall have the right
to:

(a) Close off any of the Common Area to whatever extent required, in the opinion
of Landlord, to prevent a dedication of any of the Common Area or the accrual of
any rights by any person or the public to the Common Area, provided such closure
does not materially deprive Tenant of the benefit and enjoyment of the Leased
Premises for its permitted use:

(b) Temporarily close any of the Common Area for maintenance, alteration or
improvement purposes;

(c) Select, appoint or contract with any person for the purpose of operating and
maintaining the Common Area, on such terms and conditions as Landlord deems
reasonable;

(d) Change the size, use, shape or nature of any such Common Area, provided such
change does not materially deprive Tenant of the benefit and enjoyment of the
Leased Premises or parking allocation as provided in Section 2.1(y). So long as
Tenant is not thus deprived of the use and benefit of the Leased Premises,
Landlord will also have the right at any time to change the arrangement or
location of, or both, or to regulate or eliminate the use of any concourse, or
any elevator, stairs, toilet or other public conveniences in the Buildings,
without incurring any liability to Tenant or entitling Tenant to any abatement
of rent;

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(e) Expand the existing Building or Buildings or other buildings to cover a
portion of the Common Area, convert the Common Area to a portion of the
Buildings or other buildings, or convert any portion of the Buildings (excluding
the Leased Premises) or other building to Common Area, provided such expansion
does not deprive Tenant of the use or benefit of the Leased Premises or parking
allocation as provided in Section 2.1(y). Upon erection or any buildings or
expansion of the Buildings, or change in Common Area, the portion of the
Buildings upon which such structures have been erected will no longer be deemed
to be a part of the Common Area;

(f) In addition to the other rights of Landlord under this Lease, Landlord
reserves to itself and its respective successors and assigns the right to: (i)
change the street address and/or name of the Buildings; (ii) erect, use and
maintain pipes and conduits in and through the Leased Premises; (iii) grant to
anyone the exclusive right to conduct any particular business or undertaking in
the Buildings; (iv) control the use of the roof and exterior walls of the
Buildings; and (vi) use Tenant's name in promotional materials relating to the
Buildings. Landlord may exercise any or all of the foregoing rights without
being deemed to be guilty of an eviction or disturbance or interruption of the
business of Tenant or Tenant's use or occupancy of the Leased Premises.

3.3 Term. This Lease Is effective and enforceable upon the date of execution
hereof by both parties ("Effective Date"), The Term of this Lease shall commence
on the Commencement Date, and shall end at 11:59 p.m. midnight on the Expiration
Date (including any renewal option designated therein, If It becomes effective),
or on such earlier date on which the term of this Lease may expire or be
terminated pursuant to the provisions of this Lease or pursuant to law. If for
reasons other than Tenant Delay the Commencement Date has not occurred by
January 31, 2002, Tenant upon not less than 10 Business Days prior written
notice shall have the right to terminate this Lease, After determination of the
Commencement Date, Landlord and Tenant shall execute a Certificate of
Commencement Date, but the failure of either party to so execute the Certificate
shall not affect the obligations of either party under this Lease,

                           ARTICLE 4. RENT; SECURITY

4.1 Monthly Base Rent. Tenant agrees to pay to the order of Landlord, without
demand, set-off or deduction during the Term, the Monthly Base Rent, specified
in Section 1.5. The Monthly Base Rent shall be due and payable in advance,
commencing on the Commencement Date and continuing on the first day of each and
every subsequent calendar month 'during the Term, in the amount as scheduled in
Section 1.5; provided, however, that Tenant shall receive a credit in the amount
of $134,623.95 (equivalent to two and one half (2 1/2) months of Monthly Base
Rent) against the amount of the Monthly Base Rent first payable under this Lease
(the "Rent Credit"), Such Rent Credit shall begin concurrently with the
Commencement Date, Concurrently with Tenant's execution and delivery of this
Lease, Tenant shall pay to Landlord the sum of $53,849.58 to be applied toward
the monthly installment of Monthly Base Rent first payable by Tenant upon
exhaustion of the Rent Credit. Tenant shall pay, as Additional Rent, all other
sums due under this Lease. Tenant shall pay the Monthly Base Rent by good check
or in lawful currency of the United States of America. If Tenant's check is not
good, then Landlord may require all further payments to be made by cashier's or
official check, or wire transfer, at Landlord's sole option. All forms of Rent
due under this Lease shall be paid to Landlord at One

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Franklin Parkway, San Mateo, CA 94403 or such other location as Landlord may
designate in writing from time to time.

4.2 Fully Serviced Lease. This is a full service gross lease. The Monthly Base
Rent includes insurance, common area maintenance, utilities (other than
after-hours HVAC charges), common area and premises electrical costs (except as
provided in Section 7.4), 5 night per week janitorial service, management fees
and administration expenses. Except as otherwise expressly provided herein,
there will be no operating expense increases or pass-throughs.

4.3 Late Payment Charge. Tenant hereby acknowledges that late payment by Tenant
to Landlord of Rent and other sums due hereunder after the expiration of any
applicable grace period will cause Landlord to incur costs not contemplated by
this Lease, the exact amount of which will be extremely difficult to ascertain,
Accordingly, other remedies for nonpayment of Rent notwithstanding, and except
as expressly provided herein, in'the event any installment payment of' Monthly
Base Rent due Landlord hereunder shall not be paid within len (10) days after
the due date, Tenant shall pay Landlord a late payment fee of five percent (5%)
of the unpaid past due amount, in addition to such other amounts owed under this
Lease. In addition, Tenant shall pay Landlord interest on any delinquent payment
due Landlord hereunder at the Default Rate; provided that Interest shall not be
payable on late charges incurred by Tenant or on any amounts upon which late
charges are paid by Tenant to the extent such interest would cause the total
interest to be In excess of that legally permitted.

4.4 Increase in Insurance Premiums. If an increase in any insurance premiums1
paid by Landlord for the Buildings is caused by Tenant's use of the Leased
Premises, or if Tenant voluntarily vacates the Leased Premises prior to the end
of the Term and causes an increase in such premiums, then Tenant shall pay as
Additional Rent the amount of such increase to Landlord.

4.5 Holding Over. In the event that Tenant does not vacate the Leased Premises
upon the expiration or termination of this Lease and continues to hold over in
possession of the Leased Premises without the written consent of Landlord,
Tenant shall be a tenant at will for the holdover period and all of the terms
and provisions of this Lease shall be applicable during that period, Including
the obligation to pay Rent, except that Tenant shall pay Landlord as an
installment of the Monthly Base Rent for the period of such holdover an amount
equal to two times (200%) the Monthly Base Rent which would have been payable by
Tenant had the holdover period been a part of the original term of this Lease
The rental payable during the holdover period shall be payable to Landlord on
demand.

4.6 Sales Tax. In addition to the Monthly Base Rent and the Additional Rent to
be paid by Tenant hereunder, Tenant shall be liable and pay to Landlord all
rental, sales and use taxes, if any, levied or Imposed by any city, state,
county or other governmental body having authority, such payments to be in
addition to all other payments required to be paid to Landlord by Tenant under
the terms of this Lease. Any such payment shall be paid concurrently with the
payment of the Rent or other charge upon which the taxis based as set forth
above.

4.7 Rights to Additional Rent. Any and all sums of money Or charges, other than
Monthly Base Rent, required to be paid by Tenant under this Lease, whether or
not the same be so

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designated, shall be considered "Additional Rent." Landlord shall have the same
rights and remedies with respect to Additional Rent as with respect to Monthly
Base Rent. The term "Rent" Is hereby defined to mean the Monthly Base Rent and
any additional charge, fee or rent payable by Tenant to Landlord under this
Lease.

                ARTICLE 5. IMPROVEMENTS BY LANDLORD; POSSESSION

5.1 Construction. Landlord shall supervise the construction of the Tenant's Work
as described in the Work Agreement.

5.2 Tenant Delays. Should a "Tenant Delay," as defined in the Work Agreement,
take place, then Tenant will pay to Landlord, as reimbursement for additional
expenses which will be incurred by Landlord because of Landlord's inability to
proceed with the work as scheduled, as Additional Rent, one day's Monthly Base
Rent, computed in accordance with the Lease, for each calendar day of "Tenant
Delay," as liquidated and agreed damages for the delay, it being agreed that'
Landlord's damages for such delay would be difficult to calculate with
certainty. Additional Rent payable by Tenant pursuant to this Section will be
due within fifteen (15) days after receipt by Tenant of Landlord's invoice.

5.3 Certificate of Commencement Date. Within thirty (30) days after the date
that Landlord notifies Tenant that the Commencement Date has arrived, Tenant
will execute and deliver to Landlord a written certificate stating the
Commencement Date. In such certificate, Tenant will certify to Landlord that
Tenant is in possession and has accepted the Leased Premises, and that all
conditions of this Lease required of Landlord as of that date have been
fulfilled, and that there are no defenses or off-sets against enforcement of
this Lease by Landlord; provided, however that Tenant may state in such
certificate, if such be the case, any defects in the Premises remaining to be
repaired or completed by Landlord; provided that In no event shall Tenant be
deemed to be waiving any objection to Such listed defects. Tenant shall have
waived any objection to any defects not specifically enumerated in writing to
Landlord within such thirty (30) day period. The Tenant's taking possession of
the Leased Premises, shall be deemed to establish conclusively that Tenant's
Work has been substantially completed in accordance with the plans and
specifications, are suitable for the purposes for which the Leased Premises are
let, and that the Leased Premises are in good and satisfactory condition as of
the date possession was so taken by Tenant, except to the extent of any defects
noted in the certificate delivered to Landlord by Tenant.

5.4 Completion Delays By Landlord. Except as otherwise expressly provided in
Section 3.3, if Landlord fails to Substantially Complete any portion of the
Tenant's Work with the result that the Leased Premises are not ready for
Tenant's occupancy by the Commencement Date provided in Section 1.4, above, this
Lease wilt not be void or voidable by Tenant, nor shall Landlord be liable to
Tenant for any loss or damage resulting therefrom, including without limitation
incidental or consequential damages, The Term will instead commence at the time
thereafter when the Tenant's Work is Substantially Complete as provided in the
Work Agreement, and such date will be the actual Commencement Date.

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                          ARTICLE 6. OCCUPANCY AND USE

6.1 Use. Tenant warrants and represents to Landlord that the Leased Premises
shall be used and occupied solely for the purposes set forth in Section 2.1(s)
and for no other purposes whatsoever, Tenant shall occupy the Leased Premises,
conduct its business and control its agents, employees, invitees and visitors
(to the extent such invitees and visitors are within the Leased Premises) In
such a manner as is lawful, reputable and will not create a nuisance, Tenant
shall not permit any operation which emits any excessive or offensive odor or
matter which intrudes into other portions of the Buildings, use any apparatus or
machine which makes undue noise or causes undue vibration in any portion of the
Buildings or otherwise materially interfere with, annoy or disturb any other
lessee in its normal business operations or Landlord in its management of the
Buildings. Tenant shall neither permit any waste on the Leased Premises nor
allow the Leased Premises to be used in any way which would, in the reasonable
opinion of Landlord, be hazardous on account of fire or which would in any way
increase or render void the fire insurance on the Buildings. If any governmental
license or permit shall be required for the proper and lawful conduct of
Tenant's business in the Leased Premises, Tenant shall, at its expense, duly
procure and thereafter maintain such license or permit and shall at ~Il times
comply with the terms and conditions of same. Tenant shall not at any time
knowingly suffer the Leased Premises to be used or occupied in violation of (I)
the Certificate of Occupancy for the Leased Premises or for the Buildings, (ii)
any of the provisions of this Lease, or (iii) zoning ordinances, and rules and
regulations of governmental and quasi governmental authorities having
jurisdiction over the Buildings.

6.2 Signs. Except as expressly permitted hereinafter, Tenant shall not place any
signs or other advertising matter or material on the exterior of the Buildings,
anywhere upon the Common Areas, or in any portion of the interior of the Leased
Premises which Is visible beyond the Leased Premises, except those signs
submitted to Landlord in writing and approved by Landlord In writing, and which
signs are in conformance with Landlord's sign criteria established for the
Buildings. Landlord shall provide, at Landlord's expense, a directory in the
lobby of the Buildings listing all tenants of the Buildings, but shall have no
obligation to list any assignees or subtenants. If any prohibited sign,
advertisement or notice is exhibited by Tenant, Landlord shall have the right to
remove the same, and Tenant shall pay upon demand any and all expenses incurred
by Landlord In such removal, together with interest thereon at the Default Rate.

6.3 Compliance with Laws, Rules and Regulations, Tenant, at Tenant's sole cost
and expense, shall comply with all present and future laws, ordinances, orders,
and rules and regulations of alt state, federal, municipal, and local
governments, departments commissions, and boards having jurisdiction over the
Leased Premises, Tenant's business, or any activity or condition on. or about
the Leased Premises, including, without limitation, all environmental laws and
any other laws relating to the Improvements on the Leased Premises or the air in
end around the Leased Premises (collectively, the "Laws"). Tenant warrants that
its business and all activities to be conducted or performed in, on, or about
the Leased Premises shall comply with all of the Laws. Tenant agrees to change,
reduce, or stop any such activity, or install necessary equipment, safety
devices, pollution control systems, or other installations at any time during
the Term hereof to so comply. Without limitation to the foregoing, Tenant
agrees:

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(a) If, during the Term hereof, Landlord or Tenant is required to alter,
convert, or replace the HVAC system serving the Leased Premises in order to
comply with any of the Laws concerning Indoor air pollution or quality, or in
order to meet any applicable limitation on, standard for, or guideline relating
to indoor air quality or the emission of any indoor air pollutant, Including,
without limitation, those adopted by the Occupational Safety and Health
Administration, the American Society of Heating, Refrigeration, and Air
Conditioning Engineers, or the Environmental Protection Agency, Tenant
acknowledges and agrees that such costs of any such conversion or replacement as
a direct result of Tenant's use, including without limitation, the purchase and
installation of new equipment, and the alteration of existing HVAC equipment in
the Leased Premises to accommodate any new equipment, shall be paid by Tenant
within ten (10) days after receipt of a bill by Landlord.

(b) Tenant covenants and agrees, at its sole cost and expense, to comply with
Laws regarding the collection, sorting, separation, and recycling of waste,
products, garbage, refuse, and trash. Tenant shall sort and separate such waste
products, garbage, refuse, and trash into such categories as provided by law.
Each separately sorted category of waste products, garbage, refuse, and trash
shall be placed in separate receptacles reasonably approved by Landlord. Such
separate receptacles may, at Landlord's option, be removed from the Leased
Premises in accordance with a collection schedule prescribed by law. Landlord
reserves the right to refuse to collect or accept from Tenant any waste
products, garbage, refuse, or trash that is not separated and sorted as required
by law, and to require Tenant to arrange for such collection at Tenant's sole
cost and expense, utilizing a contractor satisfactory to Landlord. Tenant shall
pay all costs, expenses, fines, penalties, or damages that may be imposed on
Landlord or Tenant by reason of Tenant's failure to comply with the provisions
of this Section, and, at Tenant's sole cost and expense, shall indemnify,
defend, and hold Landlord harmless (including reasonable legal fees and
expenses) from and against any actions, claims, and suits arising from such
noncompliance.

(c) Tenant will comply with the reasonable rules and regulations of the
Buildings adopted from time to time by Landlord, a current copy of which are set
forth on Exhibit "5" attached to this Lease. Landlord shall have the right at
all times to change and amend the rules and regulations in any reasonable manner
as may be deemed advisable for the safety, care, cleanliness, preservation of
good order and operation or use of the Buildings or the Leased Premises. The
Rules and Regulations, as changed in accordance with this section from time to
time, are hereinafter called the "Rules and Regulations."

6.4 Warranty of Possession. Landlord warrants that it has the right and
authority to execute this Lease, Landlord covenants and agrees that, upon
Tenant's paying on a monthly installment basis the Monthly Base Rent, and any
Additional Rent required hereunder and performing all of the other covenants
herein on its part to be performed, Tenant shall and may peaceably and quietly
hold and enjoy the Leased Premises without hindrance by Landlord or persons
claiming through or under Landlord, subject to the terms, covenants and
conditions of this Lease. Landlord shall not be responsible for the acts or
omissions of any other lessee or third party not claiming through or under
Landlord that may interfere with Tenant's use and enjoyment of the Leased
Premises.

6.5 Inspection. Landlord and Landlord's agents shall have the right during
Normal Business Hours to enter the Leased Premises, to examine the same, and to
show them to prospective

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purchasers or lenders of the Buildings. Upon reasonable prior notice (except in
the case of an emergency), Landlord and Landlord's agents shall have the right
outside of Normal Business Hours to enter the Leased Premises to make such
repairs or alterations as required under this Lease, or as Landlord may
reasonably deem necessary or desirable, and Landlord shall be. allowed to take
all material Into and upon the Leased Premises that may be required therefore
without the same constituting an eviction of Tenant in whole or in part, and the
Rent reserved herein shall in no wise abate while said repairs or alterations
are being made, During the six (6) months prior to the expiration of the Term
hereof, Landlord may exhibit the Leased Premises to prospective tenants. Nothing
herein contained, however, shall be deemed or construed to impose upon Landlord
any obligation, responsibility or liability whatsoever, for the care,
maintenance or repair of the Leased Premises or the Buildings or any part
thereof, except as otherwise herein specifically provided. Notwithstanding the
foregoing, no prior notice shall be required to permit Landlord or its
authorized agents to enter the Leased Premises to supply janitorial service or
any other service to be provided by Landlord pursuant to this Lease. Landlord
shall at all times have and retain a key with which to unlock all of the doors
in, upon and about the Leased Premises. Tenant shall not change Landlord's lock
system unless Tenant provides Landlord with a pass key, or in any other manner
prohibit Landlord from entering the Leased Premises. Landlord shall have the
right to use any and alt means which Landlord may deem proper to open any door
in an emergency without liability therefor.

                        ARTICLE 7. UTILITIES AND SERVICE

7.1 Building Services. Landlord shall provide the Leased Premises with trash
removal service, elevator service, and with water and electricity for lighting,
receptacles for the' operation of office machines and other incidental uses
during the term of this Lease. Tenant shall pay all telephone charges for
service to the Leased Premises, excluding, however, any costs associated with
making the Leased Premises accessible to the local point of telephone access
which shall be borne by the Landlord, which point of local connection shall be
provided by Landlord if it sells the Building during the term of this Lease (the
"Local Point of Connection"). Until such Local Point of Connection is
established, Landlord hereby grants to Tenant a license to access and connect 10
existing telephone connections located In buildings adjacent to the Building
which are owned by Landlord. Landlord shall furnish Tenant hot and cold water at
those points of supply provided for general use of other tenants in the
Buildings. In addition, Landlord shall furnish central heating and air
conditioning in season during Normal Business Hours, and at temperatures and in
amounts as are in accordance with the standards of office buildings in the Tampa
Bay area, subject, however, to being in compliance with any governmental
regulations. Such HVAC service during hours other than Normal Business Hours may
be furnished only upon the request of Tenant, at the overtime charge thereof, as
established from time to time by Landlord, and which Tenant acknowledges is
presently established at the Utility' Overtime Charge set forth In Section
2.1(x) above. Landlord shall also provide routine maintenance, painting and
electric lighting 'service for all public areas and special service areas of the
Buildings in the manner and to the extent deemed by Landlord to be standard and
in accordance with the standards of first class office buildings In the Tampa
Bay area, Landlord may, In its sole discretion, provide additional services not
enumerated herein. Landlord will not be liable to Tenant or any other person,
for. direct or consequential damages, or otherwise, for any failure to supply
any heat, air conditioning, elevator, cleaning, lighting or security or for any
surges or interruptions of electricity, or other service Landlord has agreed to
supply during any period

<PAGE>

when Landlord uses reasonable diligence to supply such services. Landlord
reserves the right temporarily to discontinue such services, or any of them, at
such times as may be necessary by reason of accident, repairs, alterations or
improvements, strikes, lockouts, riots, acts of God, governmental preemption in
connection with a national or local emergency, any rule, order or regulation,
conditions of supply and demand which make any product unavailable, Landlord's
compliance with any mandatory or voluntary governmental energy conservation or
environmental protection program, or any other happening beyond the control of
Landlord. Landlord will not be liable to Tenant or any other person or entity
for direct or consequential damages resulting from the admission to or exclusion
from the Buildings of any person. Landlord will not be liable for damages to
persons or property' or for injury to, or Interruption of, business for any
discontinuance of utilities or services provided by Landlord, nor will such
discontinuance in any way be construed as an eviction of Tenant or cause an
abatement of rent or operate to release Tenant from any of Tenant's obligations
under this Lease. Landlord reserves the right from lime to time to make changes
in the utilities and services provided by Landlord to the Buildings provided
such changes do not detract from the level of the existing utilities and
services, Any planned interruption to these building services will be
accompanied by twenty-four (24) written notice whenever possible to allow Tenant
to adjust accordingly.

7.2 Security and Theft or Burglary. During the Term of this Lease, Landlord
shall provide on a 24 hour per day, 7 day per week basis, a manned central
security station in the ground floor lobby of the Building and a central manned
video monitoring control station. Landlord shall not be liable to Tenant for
losses to Tenant's property or personal injury caused by criminal acts or entry
by unauthorized persons into the Leased Premises or the Building or Buildings.
Tenant hereby releases Landlord of and from any liability for criminal acts or
entry by unauthorized persons into the Leased Premises or the Building or
Buildings, regardless of any actions or precautions that Landlord may have taken
to prevent the acts or entry of any such persons.

7.3 Janitorial Service. Landlord shall keep the Leased Premises and the exterior
and public areas of the Buildings cleaned and well maintained. Without limiting
the foregoing, Landlord shall provide 'cleaning and janitorial services and
window cleaning services of a nature and of a quality equal to that of other
comparable office buildings in the Tampa Bay area, and the replacement of
building standard light bulbs and ballasts, Landlord shall not provide
additional or extra janitorial service to kitchens or storage areas included in
the Leased Premises,

7.4 Excessive Utility Consumption; Floor Loads. Tenant shall pay all utility
costs and additional improvement costs occasioned by high electrical consumption
electronic data processing machines, advanced telecommunications equipment,
computers and other equipment of high electrical consumption, including without
limitation, the cost of installing, servicing and maintaining any special or
additional inside or outside riders, 'wiring or lines, meters or sub meters,
transformers, poles, or air conditioning costs. Landlord acknowledges that they
have reviewed the Tenant's floor plan and understand the nature of their
business, and as such, would not consider the normal use of electronic data
processing machines required for this layout and operation to be 'excessive'
consumption obligating Tenant to reimburse Landlord for the cost of providing
electrical service with respect thereto. Tenant agrees that it will not overload
the capacities of utilities installed in the Building or Buildings by Landlord,
nor wilt Tenant exceed the maximum floor load for the Leased Premises, as
established by Landlord in its sole discretion.

<PAGE>

7.5 Window Covering. Landlord, at its option, may furnish and install window
coverings on all exterior windows to maintain a uniform exterior appearance.
Tenant shall not remove or replace these window coverings or install any other
window covering which would affect the exterior appearance of the Buildings,
unless Landlord expressly authorizes the contrary, In writing. If Landlord does
authorize Tenant to purchase and install Its own window coverings, they must
present a uniform exterior appearance and conform to building standard or other
specifications required by Landlord from time to time, in Landlord's sole
discretion.

7.6 Charge for Services. All costs of Landlord for providing the services set
forth in this Article 7 (except those charges paid by Tenant pursuant to
Section 7.4) shall be deemed Additional Rent pursuant to this Lease.

                      ARTICLE 8. REPAIRS AND MAINTENANCE,

8.1 Landlord Repairs. Landlord shall not be required to make any improvements,
replacements or repairs of any kind or character to the Leased Premises or the
Buildings during the term of this Lease except as are set forth in this I Lease.
Landlord shall maintain only (a) the roof, structure, columns, exterior walls
and exterior windows, foundation, interior load-bearing wails and demising walls
and floors, in sound, watertight condition and good state of repair; and (b) the
elevators, and all Buildings systems and facilities including, but not limited
to, the base building electrical, water, gas, sewer, life safety, mechanical and
HVAC (including the Leased Premises' air handling equipment, but excluding
separate package air-conditioning systems specially installed by or for Tenant
for Tenant's sole use, if any) supplied to the Leased Premises in good operating
condition, maintenance and repair; and (c) the sidewalks, curbs, driveways.
parking areas (if any) and landscaping in good condition and repair, open and
free of debris or other obstruction. The Landlord will also keep the public
portions of the Buildings, toilets and common areas in clean, sightly, good
operating condition and repair, Landlord shall not be liable to Tenant, except
as expressly provided in this Lease, for any damage or inconvenience, and Tenant
shall not be entitled to any abatement or reduction of rent by reason of any
repairs, alterations or additions made by Landlord under this Lease. Tenant
understands and agrees that Landlord may, at any time or from time to time
during the term of this Lease, perform substantial renovation work in and to
the Buildings or the mechanical systems serving the Buildings (which work may
include, but need not be limited to, the repair or replacement of the Buildings'
exterior facade, exterior window glass, elevators, electrical systems, air
conditioning and ventilating systems, plumbing system, common hallways, or
lobby), any of which work may require access to the same from within the Leased
Premises, Tenant agrees that:

(a) Landlord shall have access to the Leased Premises at all reasonable times
(with preference when such access will be disruptive, to hours outside the
Normal Business Hours), upon reasonable notice, for the purpose of performing
such work; and

(b) Landlord shall incur no liability to Tenant, nor shall Tenant be entitled to
any abatement of rent on account of any noise, vibration, or other disturbance
to Tenant's business at the Leased Premises (provided that Tenant is not denied
access to said Leased Premises) which shall arise out of said access by Landlord
or by the performance by Landlord of the aforesaid renovations at the Buildings.
<PAGE>

Landlord shall use reasonable efforts to avoid disruption of Tenant's business
during any such entry upon the Leased Premises by Landlord, Landlord shall not
be liable to Tenant, except as expressly provided in this Lease, for any damage
or inconvenience and Tenant shall not be entitled to any abatement or reduction
of rent by reason of any repairs, alterations or additions made by Landlord
under this Lease

8.2 Tenant Repairs. Tenant shall not suffer any damage, waste or deterioration
to occur to the Leased Premises and shall maintain the interior non-structural
portions of the Leased Premises and the fixtures and appurtenances therein in
good and sightly condition, and shall make all repairs necessary to keep them In
good working order and condition (including structural repairs when those are
necessitated by the negligence or willful misconduct of Tenant or its agents,
employees, invitees, licensees or visitors) ordinary wear and tear excepted, All
repairs, replacements and restorations made by Tenant shall be equal in quality
and class to the originals thereof and shall be completed in compliance with
applicable law. Tenant covenants that any repairs or replacements (as the case
may be) required by the terms of this Lease to be made by Tenant shall be
commenced and completed expeditiously; provided, however, if Tenant fails to
make the repairs or replacements, in an emergency promptly after written notice,
or otherwise fails to make the repairs or replacements within thirty (30) days
after written notice or in the event that such repair or replacement is of such
a nature as cannot with diligent effort be cured within said thirty (30) day
period, Tenant shall have failed to commence to cure within said period or
failed to diligently prosecute remedial efforts to completion within a
reasonable time thereafter, then Landlord may, at its option, make the repairs
or replacements, and the cost of such repairs or replacements shall be charged
to Tenant as Additional Rent and shall become payable by Tenant with the payment
of the rent next due hereunder.

8.3 Request for Repairs. Tenant must notify Landlord of its request for repairs
or maintenance to the Leased Premises that are the responsibility of Landlord
pursuant to any provision of this Lease and such request shall be made to
Landlord's facility manager at the Building with a copy to Landlord at the
address provided for in the notice section.

8.4 Tenant Damages. At the termination of this Lease, by lapse of time or
otherwise, Tenant shall deliver the Leased Premises to Landlord in as good
condition as existed at the Commencement Date of this Lease, ordinary wear and
tear excepted. The cost and expense of any repairs necessary to restore the
condition of the Leased Premises shall be borne by Tenant.

                    ARTICLE 9. ALTERATIONS AND IMPROVEMENTS

9.1 Tenant Improvements. Tenant acknowledges that in the event Tenant intends to
undertake improvements or alterations to the Leased Premises following the
Effective Date, Tenant must obtain the prior written consent and approval of
Landlord to such Improvements or alterations ("Alterations"), which consent
shall not be unreasonably withheld so long as such Alterations (i) are
nonstructural and do not affect the Building core or any Building systems; (ii)
affect only the Leased Premises and are not visible from outside of the Leased
Premises; (iii) do not affect the certificate of occupancy issued for the
Building; and (iv) are in compliance with applicable laws. Landlord's approval
of any such Alterations may also be conditioned upon Landlord's approval of
plans, contractors, major subcontractors contractor lien indemnification and
terms of access for construction. Any Alterations to the Leased Premises made by
Tenant

<PAGE>

shall at once become the property of Landlord and shall be surrendered to
Landlord upon the termination of this Lease; provided, however, Landlord, at Its
option, may require Tenant to remove and/or repair any Alterations in order to
restore the Leased Premises to the condition existing at the time Tenant took
possession, all costs of removal and/or repair and restoration to be borne by
Tenant. This clause shall not apply to moveable equipment of furniture owned by
Tenant which may be removed by Tenant at the end of the term of this Lease if
Tenant is not then in default and if such equipment and furniture are not then
subject to any other rights, liens and interests of Landlord. Following the
completion of the initial leasehold improvements, all Alterations must be in
accordance with the requirements of this Lease. Tenant, at its expense, shall I
obtain all necessary governmental permits and certificates for the commencement
and prosecution of the Alterations and for final approval thereof upon
completion and shall cause the Alterations to be performed in a good and
workmanlike manner in accordance with the requirements of all applicable
governmental authorities, All Alterations shall be diligently performed in a
good and workmanlike manner, using materials and equipment at least equal in
quality and class to the original installations of the Leased Premises.

9.2 Liens. Nothing contained in this Lease shall be construed as a consent on
the part of the Landlord to subject the estate of Landlord to liability under
the Construction's Lien Law of the State of Florida, It being expressly
understood that the Landlord's estate or interest in the Leased Premises or the
Buildings shall not be subject to such liability, including any liens of any
nature arising by reason of Tenant's construction, alteration, repair,
restoration, replacement or reconstruction of any improvements on the Leased
Premises or by reason of any other act or omission of Tenant (or of any person,
claiming by, through or under Tenant). All persons dealing with Tenant are
hereby placed on notice that such persons shall not look to Landlord or to
Landlord's credit or assets (including 'Landlord's interest in the Leased
Premises or any Improvements constructed thereon) for payment or satisfaction of
any obligations incurred in connection with the construction, alteration,
repair, restoration, replacement or reconstruction thereof. Tenant shall
strictly comply with the Construction's Lien law of the State of Florida, as set
forth in Chapter 713, Florida Statutes, including, without limitation, the terms
of Florida Statutes 713.10, pursuant to which Tenant acknowledges Tenant shall
be responsible to provide such notice to any contract dealing directly or
indirectly with Tenant in performing any such work on or within the Buildings or
any other area of Landlord's real property. This paragraph shall be construed so
as to prohibit, in accordance with the provisions of Chapter 713, Florida
Statutes, the Interest of Landlord in the Leased Premises and Buildings being
subject to any lien for any improvements made by Tenant or any other person on
the Leased Premises or "the Buildings. Notwithstanding the foregoing, Tenant, at
its expense, shall cause any lien filed against the Tenant's interest under this
Lease, the Leased Premises or the Buildings for work, services or materials
claimed to have been furnished to or for the benefit of Tenant to be satisfied
or transferred to bond within twenty (20) days after Tenant's having received
notice thereof. In the event that Tenant fails to satisfy or transfer to bond
such claim of lien within said twenty (20) day period, the Landlord may do so
and thereafter charge the Tenant as Additional Rent, alt costs incurred by the
Landlord in, connection with the satisfaction or transfer of such claim,
including attorneys' fees plus interest thereon at the Default' Rate. Further,
Tenant agrees to indemnify, defend, and save the Landlord harmless from and
against any damage or loss Incurred by the Landlord as a result of any such
contractor's Claim of Lien. This Section shall survive the termination of this
Lease.

<PAGE>

                               ARTICLE 10. CASUALTY

10.1 Substantial Destruction. If the Leased Premises shall be substantially
damaged by fire, windstorm, or otherwise during the Lease Term, Landlord shall
have the right, at Landlord's option, either to terminate this Lease, or to
proceed to repair such damage and restore the Leased Premises to substantially
their condition at the time of such damage (but only to the extent of Landlord's
original obligation to construct pursuant hereto and only to the extent that the
proceeds received by Landlord from Its insurers or that should be received under
policies required to be maintained together with the amount of any deductible
are sufficient to cover at least 95% of the cost of restoration). Tenant, at its
sole cost and expense, shall repair and restore whatever trade fixtures,
equipment and improvements it had installed prior to the damage or destruction,
The terms "substantially damaged" and "substantial damage," as used ~n this
Article, shall have reference to damage of such a character as cannot reasonably
be expected to be repaired or such that the Leased Premises cannot be restored
within ninety (90) days after the commencement of construction,

10.2 Partial Destruction, if during the Term hereof the Leased Premises shall be
partially damaged (as distinguished from "substantially damaged") by fire or
other casualty, Landlord shall forthwith proceed to repair such damage and
restore the Leased Premises so as to reconstitute them as an architectural unit
~but only to the extent of Landlord's original obligation to construct pursuant
hereto and only to the extent that the proceeds received by Landlord from its
insurers or that should be received under policies required to be maintained
together with the amount of any deductible are sufficient to cover at least 95%
of the cost of restoration), except Tenant, at its sole cost and expense, shall
repair and restore whatever trade fixtures, equipment and other improvements it
had installed prior to the damage or destruction. Landlord shall use its
commercially reasonable efforts to complete such repairs within ninety (90) days
following the date of damage.

10.3 Abatement of Rent. If the provisions of Subsection 10.1 or 10.2 of this
Article 10 shall become applicable, the Monthly Base Rent and all other charges
specified in this Lease shall be abated or equitably reduced proportionately
during any period In which, by reason of such damage or destruction, there is
substantial interference with the operation of the business of Tenant In the
Leased Premises In Tenant's reasonable discretion and such abatement or
equitable reduction shall continue for the period commencing with such
destruction or damage and ending with the completion by Landlord of such work of
repair and/or restoration as Landlord is obligated to do. In the event of the
termination of this Lease pursuant to this Article 10, this Lease, and the Term
hereof, shall cease and come to an end as of the date of such damage or
destruction. Any Monthly Base Rent or other charges paid in advance by Tenant
shall be promptly refunded by Landlord within thirty (30) days.

10.4 Landlord's Limitation of Obligation. Despite anything contained in this
Lease to the contrary, and without limiting Landlord's right or remedies
hereunder:

(a) If damage or destruction occurs to the Leased Premises or any part thereof
by reason of any cause in respect of which there are no proceeds of insurance
available to Landlord (provided that Landlord has maintained the casualty
insurance required by this Lease and Landlord uses commercially reasonable
effort to obtain the proceeds thereof), or

<PAGE>

(b) If the proceeds of insurance (together with the amount of any deductible)
are insufficient to pay Landlord for at least 95% of the costs of rebuilding or
making fit the Leased Premises), or

(c) If any mortgagee or other person entitled to the proceeds of insurance does
not consent to the payment to Landlord of such proceeds for such purpose, or

(d) if in Landlord s reasonable opinion any such damage or destruction is caused
by any fault neglect default negligence, act, or omission of Tenant, or those
for whom Tenant is in law responsible, or any other person entering upon the
Leased Premises under express or implied invitation of Tenant, then Landlord
may, without obligation or liability to Tenant, terminate this Lease on 30 days'
written notice to Tenant and all Rent shall be adjusted as of, and Tenant shall
vacate and surrender the Leased Premises on, such termination date.

                              ARTICLE 11. INSURANCE

11.1 Tenant's Insurance. Tenant shall, at its sole expense, maintain in effect
at all times during the Term insurance coverage having Tenant's Insurance Limits
as set forth in Section 2.1(r) above. These policies shall be endorsed to
Include Landlord and Landlord's mortgagee, if any, as an additional insured,
state that the insurance is primary over any insurance carried by Landlord, and
the commercial general liability policy shall be written on a standard Insurance
Services Office, Inc. (ISO) policy form with a 1988 or later edition date or its
equivalent, The policy must be written on an occurrence basis and include
Coverage A (Bodily Injury and Property Damage Liability), Coverage B (Personal
and Advertising Injury Liability) and Coverage C (Medical Payments). Upon
Tenant's default in obtaining or delivering the policy or certificate for any
such Insurance or Tenant's failure to pay the charges therefor, Landlord may,
upon ten (10) days notice to Tenant, procure or pay the reasonable charges for
any such policy or policies (for not more than a 12 month period) and charge the
Tenant therefor plus interest thereon at the Default Rate as additional rent.
The limits of insurance specified in this Section may be adjusted upward by
Landlord from time to time to such extent as Landlord deems necessary or
desirable, in Landlord's sole discretion.

11.2 Tenant's Personal Property Insurance. Tenant shall at all times during the
term hereof and at its cost and expense, maintain in effect policies of
insurance covering all of Tenant's personal property, trade fixtures and
equipment located in the Leased Premises, In an amount equal to their full
replacement value, providing protection against any peril included within the
standard classification of "Fire and Extended Coverage", together with insurance
against sprinkler damage, vandalism, theft and malicious mischief. The proceeds
of such Insurance, so long as this Lease remains in effect, shall be used to
repair or replace the personal property, trade fixtures and equipment so
insured.

11.3 General Requirements. All policies of insurance required under this Article
11 shall provide that they will not be cancelled upon less than thirty (30) days
prior written notice to Landlord and Tenant. Tenant shall furnish to Landlord a
certificate or certificates of insurance certifying that the insurance coverage
required is in force, upon request. The coverage shall be issued by companies
licensed to do business in the State of Florida and rated A:VIII or better in
Best's Insurance Guide (or similar rating in an equivalent publication if no
longer published) and

<PAGE>

shall otherwise be reasonably satisfactory to the parties. Not less than thirty
(30) days prior to expiration of the coverage, renewal policies or certificates
of insurance evidencing renewal shall be provided. Any insurance required by the
terms of this Lease may be under a blanket policy (or policies) covering other
properties of Tenant and/or its related or affiliated corporations. If such
insurance is maintained under a blanket policy, the respective party shall
procu1e and deliver to the other party a statement from the Insurer or general
agent of the insurer setting forth the coverage maintained and the amount
thereof allocated to the risk intended to be insured hereunder.

11.4 Landlord's Insurance. Landlord shall, during the Term of this Lease,
maintain in effect the following insurance: (i) fire and "all risk" insurance
providing coverage in the event of fire, vandalism, malicious mischief and all
other risks normally covered by "all risk" policies in the area of the Building,
covering the Building (excluding the property required to be insured by Tenant
pursuant to Section 11.2) in an amount not less than 95%' of the full
replacement value (less commercially reasonable deductibles which as of the date
hereof is $25,000.00 but is subject to periodic change over the Term) of the
Building excluding foundations, footings and other below-grade structural
elements; and (ii) commercial general liability insurance or the equivalent in
the amount of at least $5,000,000.00 against claims of bodily injury, personal
injury or property damage arising out of Landlord's operations, assumed
liabilities, contractual liabilities, or use of the Building and Common Areas.
Such Insurance may be carried under blanket or umbrella insurance policies. Upon
written request from Tenant but no more than 1 time during any calendar year
Landlord shall provide Tenant with evidence that Landlord is carrying the
insurance Landlord is required to maintain pursuant to this Section 11.4.

                          ARTICLE 12. INDEMNIFICATION

12.1 Tenant's Indemnification. Tenant shall indemnify, defend and save Landlord,
its officers, directors, shareholders, members, affiliates, subsidiaries,
successors and assigns (all of which shall be deemed included in the term
"Landlord" for purposes of this Article 12), harmless from and against any and
all claims, actions, damages, liability and expense in connection with loss of
life, persona