SOUTH OFFICE BUILDING LEASE

EXHIBIT 10.35

WESTON TOWN CENTER

SOUTH OFFICE BUILDING LEASE

Between

SOUTH OFFICE BUILDING-DLB, LLC, A FLORIDA LIMITED LIABILITY COMPANY,

SOUTH OFFICE BUILDING BAGTRUST, LLC, A FLORIDA LIMITED LIABILITY COMPANY, AND

SOUTH OFFICE BUILDING-BJB, LLC, A FLORIDA LIMITED LIABILITY COMPANY,

TENANTS IN COMMON

as Landlord

and

ULTIMATE SOFTWARE GROUP, INC.

as Tenant

and

WESTON COMMON AREA LTD.,

as Owner of the Common Property of Weston Town Center

Dated

August 18, 2005

WESTON TOWN CENTER

WESTON, FLORIDA

TABLE OF CONTENTS

WESTON TOWN CENTER SOUTH OFFICE BUILDING LEASE

      THIS WESTON TOWN CENTER SOUTH OFFICE BUILDING LEASE (this “Lease”) is made and entered into as of the Execution Date (as hereinafter defined), by and between, SOUTH OFFICE BUILDING-DLB, LLC, SOUTH OFFICE BUILDING-BAGTRUST, LLC, AND SOUTH OFFICE BUILDING-BJB, LLC, ALL FLORIDA LIMITED LIABILITY COMPANIES, TENANTS IN COMMON , whose addresses are c/o Belmont Investment Corp., 600 Haverford Road, Suite G101, Haverford, PA 19041 (the “Landlord”), and ULTIMATE SOFTWARE GROUP, INC. , a Delaware Corporation (the “Tenant”), whose address is 2000 Ultimate Way, Weston, FL 33326, and WESTON COMMON AREA LTD. , a Florida limited partnership (“Common Area Owner”), whose address is c/o Belmont Investment Corp., 600 Haverford Road, Suite G101, Haverford, PA 19041, not as the Landlord but as owner of the “Common Property” of “Weston Town Center” (as such terms are defined herein) and to consent to any provisions regarding the Common Property of Weston Town Center.

WITNESSETH

      WHEREAS , Weston Town Center located in Weston, Broward County, Florida, is a mixed-use property which includes such uses as retail shopping, restaurants, professional offices, residential apartments and other uses, covering an area of approximately twenty-five (25) acres (“Weston Town Center”); and

      WHEREAS , Weston Town Center is subject to a Declaration of Covenant Shared Parking recorded on March 1, 2000 in Official Records Book 30296, Pages 1010 — 1021, of the Public Records of Broward County, Florida, as the same may have been and may hereafter be amended, supplemented and/or modified from time to time, the same being incorporated herein by reference (the “Shared Parking Declaration”); and

      WHEREAS , Weston Town Center consists of a number of multi-tenant mixed use buildings, both attached and detached, single-level and multi-level (collectively the “Weston Town Center Buildings” and individually a “Weston Town Center Building”), together with certain other land and common facilities and improvements including, but not limited to, parking areas, driveways, truckways, delivery passages, truck-loading areas, access and egress roads, walkways, footbridges, landscaped and planted areas, elevators and public rest rooms (collectively, the “Common Property”) as the same may now or hereafter be located, constructed and developed on the Weston Town Center, which Common Property shall, in accordance with the provisions of this Lease and the Association Declaration (as hereinafter defined) be available for the non-exclusive common and joint use and benefit of the Landlord, Tenant, and all other tenants, owners and occupants of Weston Town Center, and their respective employees, agents, licensees, customers and invitees; and

      WHEREAS , the approximate location, but not the specific configuration, of the Weston Town Center Buildings and the Common Property within Weston Town Center and the respective relationships of each to the other are generally shown and depicted on the schematic site plan of Weston Town Center (the “Weston Town Center Site Plan”) attached hereto as Exhibit A ; and

      WHEREAS , Tenant desires to lease from Landlord certain space within a Weston Town Center Building located at 2000 Main St., Weston, Florida, consisting of approximately 19,950 square feet of usable area on two floors (the “Building”), with the intention and for the purpose of operating a particular business therein, all as more particularly hereinafter provided and described; and

      NOW, THEREFORE , for and in consideration of the premises hereof, the sums of money to be paid hereunder, and the mutual and reciprocal obligations undertaken herein, the parties hereto do hereby covenant, stipulate and agree as follows:

1. DEMISED PREMISES .

     1.1. Premises . The Landlord demises and leases to the Tenant, and the Tenant rents from

Landlord, that certain portion of the second floor of the building located at 2000 Main St., Weston, Broward County Florida (the “Building”), said portion being designated as Unit “A” on the second floor plan of the Building attached hereto as Exhibit B (“Premises”). The Premises and the second floor of the Building shall be configured approximately as shown on the floor plan attached hereto as Exhibit B . The Premises shall include only the space and appurtenances specifically demised and granted in this Lease and do not include the roof, the air space above the roof, the space and ground below the floor, the dividing walls between the Premises and the adjoining premises within the Building, if any, and the exterior walls of the Premises, if the Premises occupies less than the entire Building, and of the Building.

     1.2. Usable Area of Premises . The Usable Area of the Premises is approximately 8,234.05 square feet. The measurement and determination of the Usable Area of the Premises has been done in accordance with BOMA Standards. The Usable Area of the Premises has been stipulated and agreed to by the parties and the Base Rent shall not be changed even if it is subsequently determined that the Premises contain either a larger or a smaller area than indicated herein.

     1.3. Gross Usable Area of the Premises . Landlord and Tenant acknowledge and agree that the Gross Usable Area of the Premises is approximately 9,089.38 square feet, which has been determined using a modified BOMA standard, as described below. For purposes of this Lease, the Gross Usable Area of the Premises has been determined by multiplying (1) the Usable Area of the Premises times (2) an “add-on factor” for Tenant’s share of any portion of the total air conditioned area of the second floor (as set forth on the floor plan of the second floor, attached hereto as Exhibit B , which is approximately 10,741.17 square feet) that is converted to Common Property. The “add-on factor” for the second floor of the Building is 1.103877. The Gross Usable Area of the Premises has been stipulated and agreed to by the parties and the Base Rent shall not be changed even if it is subsequently determined that the Premises contain either a larger or a smaller area than indicated herein.

     1.4. Quiet Enjoyment . Landlord covenants and agrees that so long as Tenant shall timely pay all rents due to Landlord from Tenant hereunder and keep, observe and perform all covenants, promises and agreements on Tenant’s part to be kept, observed and performed hereunder, Tenant shall and may peacefully and quietly have, hold and occupy the Premises free of any interference from Landlord; subject, however, and nevertheless, to each of the terms, provisions and conditions of this Lease.

2. TERM .

     2.1. Term . The term of this Lease shall be Five (5) Years (“Term”) unless otherwise terminated or extended as provided herein. The word “Term” shall include any “Option Term” (as hereinafter defined), subject to the terms and provisions of Section 2.3, below.

     2.2. Commencement Date . The Term of this Lease shall commence (“Commencement Date”) on the earlier of: (a) two hundred forty (240) days following the date upon which the “Delivery Date” (as hereinafter defined) shall have occurred; or (b) the date that Tenant commences business operations at the Premises for the “Permitted Use” (as hereinafter defined), provided that all of Landlord’s Work set forth in Exhibit D has been completed. As used in this Lease, the term “Delivery Date” shall mean the date that exclusive possession of the Premises is delivered to Tenant with all of “Landlord’s Work” (as set forth in Exhibit “D” hereof) completed. If the Tenant occupies the Premises prior to the Commencement Date, such early occupancy shall be subject to all terms and conditions contained in this Lease (other than the payment of Base Rent). Notwithstanding that the Commencement Date shall be established in the manner set forth above, Tenant and Landlord acknowledge and agree that this Lease is binding upon them as of the date of the last one of Tenant and Landlord to sign this Lease and deliver a fully-executed original to the other party (the “Execution Date”).

     2.3. Option to Renew . Provided Tenant shall not be in default hereunder beyond any applicable notice or cure periods, Tenant shall have the option to renew this Lease for two (2) additional five (5) year terms (each, an “Option Term”), provided, however, that Tenant delivers to Landlord written notice of Tenant’s exercise of such option at least one hundred eighty (180) days prior to the end of the initial Term (or first Option Term, as the case may be). In the event Tenant fails to deliver its written notice to renew

the Term of this Lease as and when required in the preceding sentence, Tenant shall be deemed to have irrevocably waived its right to the applicable Option Term. If the Term of this Lease is extended as aforesaid, all of the terms and conditions of this Lease shall remain in full force and effect during the Option Term (other than, upon expiration of the second Option Term, the right to extend the term of this Lease).

3. RENT .

     3.1. Payment of Rent . Tenant hereby covenants and agrees to pay rent to Landlord, which rent shall be as hereinafter provided. The payment of said rent shall commence on the Commencement Date. In the event the Commencement Date occurs on a day other than the first day of a month, Tenant shall pay rent for the fractional month on a per diem basis (calculated on actual number of days in the month) until the first day of the month following such Commencement Date, and thereafter the rent shall be paid in equal monthly installments on the first day of each and every month in advance. Said rent shall be paid to the Landlord at c/o Belmont Investment Corp., 600 Haverford Road, Suite G101, Haverford, PA 19041, or at such other place as may be designated in writing from time to time by the Landlord.

     3.2. Base Rent . Tenant shall pay to Landlord, in lawful money of the United States of America, without any prior demand by Landlord and without any deduction or set-off (except as otherwise provided in this Lease), the applicable “Base Rent” set forth below in this Section 3.2, in advance, on the first (1 ^st ) day of each calendar month commencing on the Commencement Date, plus sales tax and use tax as required by law. The parties acknowledge and agree that the annual amount of Base Rent for the first 12-months commencing as of the Commencement Date has been arrived at by multiplying the Gross Usable Area of the Premises times $37.94 per foot.

Base Rent:

     If Tenant exercises each of its renewal options as provided in Section 2.3 above, Base Rent payable during each Option Term shall be as follows:

     3.3. Late Fee . If any payment of Base Rent is not received by Landlord within five (5) days after its due date, Tenant shall pay to Landlord on each occasion as Additional Rent (as hereinafter defined) a service charge equal to $100.00 for the inconvenience of the collection and processing of such late payment, provided however, if the payment is not received by Landlord within ten (10) days after its due date, the amount of the late fee shall be increased from $100 to $500.

     3.4. Returned Check Fee . In the event that Tenant’s check is returned for any reason, Tenant

agrees to pay Landlord $50.00 as a handling charge in addition any applicable late charge. Returned checks must be redeemed by cashier’s check, certified check or money order. In the event that more than one (1) check is returned, Tenant agrees to pay all subsequent rents and charges by cashier’s check, certified check or money order.

     3.5. Additional Rent . If Landlord shall make any expenditure for which Tenant is responsible or liable under this Lease, or if Tenant shall become obligated to Landlord under this Lease for any sum other than Base Rent, the amount thereof shall be deemed to constitute additional rent (the “Additional Rent”), whether or not the same be so designated, and shall be due and payable by Tenant to Landlord simultaneously with the next succeeding monthly installment of Base Rent or at such other time as may be expressly provided in this Lease for the payment of the same.

     3.6. Sales Tax . In addition to the Base Rent, Additional Rent and any other sums or amounts required to be paid by Tenant to Landlord pursuant to the provisions of this Lease, Tenant shall also pay to Landlord the amount of any applicable sales, use or excise tax on any such rents or other sums or amounts so paid by Tenant to Landlord, whether the same be levied, imposed or assessed by the State of Florida or any other federal, state, county or municipal governmental entity or agency. Any such sales, use or excise taxes shall be paid by Tenant to Landlord at the same time that each of the Base Rent, Additional Rent or any other sum or amount with respect to which such taxes are payable are paid by Tenant to Landlord.

     3.7. Gross Lease . The parties hereby acknowledge and agree that this Lease is a “gross lease”, meaning that the Base Rent is inclusive of all charges payable by Tenant in connection with this Lease (except for Additional Rent and other charges that are specifically set forth in this Lease). Except as otherwise expressly provided in this Lease, Tenant shall not be liable to pay or reimburse Landlord, the Association nor the Common Area Owner nor any other party for all or any portion of any charges or expenses incurred by Landlord, the Association, the Common Area Owner and/or such other party for any costs associated with the operation, maintenance, repair, replacement or alteration of any land or improvements located in Weston Town Center, the Common Property or the Building, including, without limitation, expenses for taxes, insurance, security, maintenance, management and/or administration of said areas.

4. REPRESENTATIONS AND WARRANTIES OF LANDLORD AND COMMON AREA OWNER .

     Each of Landlord and the Common Area Owner, in order to induce Tenant to enter into this Lease, hereby represents and warrants to Tenant that, as of the Execution Date: (a) it is duly organized and validly existing under the laws of the State of Florida and has full power and authority to conduct its business as presently conducted and to enter into this Lease; and (b) no condition, circumstance, event, agreement, document, instrument, restriction, litigation or proceedings (or threatened litigation or proceeding or basis therefor) exists which could adversely affect the ability of Landlord or the Common Area Owner to perform its obligations under this Lease or which would constitute a default on the part of Landlord or the Common Area Owner under this Lease, or which would constitute such a default with the giving of notice or lapse of time, or both.

5. CONSTRUCTION OF THE PREMISES .

     5.1. Landlord’s Work; Delivery Date . On or before the “Delivery Date” (as hereinafter defined), Landlord shall, at the sole cost and expense of Landlord, construct, improve, subdivide or finish out the Premises, substantially in accordance with its construction obligations set forth in Exhibit D , attached hereto. The term “Delivery Date” shall mean the date that exclusive possession of the Premises is delivered to Tenant with all of Landlord ‘s Work as set forth in Exhibit D hereof completed. If the Delivery Date does not occur within thirty (30) days after the Execution Date for any reason whatsoever (Section 21.9 being inapplicable), Tenant shall have the right and option (in addition to all other remedies available at law, in equity or hereunder) to terminate this Lease anytime thereafter upon written notice thereof given to Landlord prior to the Delivery Date actually occurring. Landlord represents and warrants to Tenant that

Landlord’s Work shall be free from any defects (latent or otherwise) during the first twelve (12) months of the Term.

     5.2. Tenant’s Work . On or before the Delivery Date, Landlord shall cause to be delivered to Tenant an accurate and complete set of all as-built drawings and architectural plans and specifications with respect to the Premises, including a utilities plan and finished floor elevation, and all mechanical, electrical and other plans and specifications and information (the “Shell Information”) pertaining to or used in connection with the construction of the Premises necessary for Tenant’s architect to prepare plans for Tenant’s initial improvement work at the Premises (“Tenant’s Work”). Tenant’s Work shall be compatible with the Shell Information and must comply with all applicable laws, ordinances and building codes (including, without limitation, the Americans With Disabilities Act of 1990, the Florida Americans With Disabilities Accessibility Implementation Act, and the related implementing regulations, codes, rules and accessibility guidelines, as such acts and related regulations, codes, rules and guidelines may be amended from time to time (collectively, the “ADA”)). Tenant shall have the right, without payment of rent or any other charges, after the Execution Date and prior to the Delivery Date, whenever Tenant shall deem it appropriate, to enter the Premises to inspect the same and, at Tenant’s election, to commence Tenant’s Work; provided, however, that prior to the Delivery Date, any entry onto the Premises shall be at Tenant’s own risk and coordinated with Landlord so as to minimize any interference or disruption to Landlord’s Work. No such entry shall be deemed as Tenant’s acceptance of the Premises, nor shall Tenant be deemed to have assumed control of the Premises by so entering the Premises. All work performed in the Premises by the Tenant shall be done in a good and first-class workmanlike manner and free of any liens on Landlord’s fee simple interest or on Tenant’s leasehold interest in the Premises. Any modifications to the Building’s structural, mechanical, electrical, plumbing components shall be approved by Landlord prior to Tenant constructing Tenant’s Work, which approval shall not be unreasonably withheld, delayed or conditioned. All costs associated with such approved modifications shall be the sole responsibility of Tenant. Landlord agrees to do, execute, acknowledge and deliver all such further acts, instruments and assurances and to take all such further action (all at no cost to Landlord) as shall be necessary or desirable to fully consummate and effect the completion of Tenant’s Work, including, but not limited to, providing Tenant and Tenant’s employees, agents, contractors and licensees with full and complete access to the Building and the Common Property surrounding the Building at all times from and after the Delivery Date. In the event that, in the course of completing Tenant’s Work, Tenant experiences any interference, interruption, delay or disturbance that is caused by Landlord or any party claiming by, through or under Landlord, rent shall abate on a per diem basis in proportion to such interference, interruption, delay or disturbance. Upon completion of Tenant’s Work, Tenant, at its expense, shall install its furniture, trade fixtures, and equipment so that Tenant can occupy the Premises for the use and purpose intended. Promptly following completion of Tenant’s Work, Tenant shall deliver to Landlord a complete set of “as built” drawings for the Premises detailing all of Tenant’s Work.

     5.3. Tenant Improvement Allowance . In consideration for the performance by Tenant of Tenant’s Work, Landlord shall pay to Tenant an allowance of $48.00 per square foot of the Usable Area of the Premises (i.e. $395,234.40) (the “Tenant Improvement Allowance”). Any costs and expenses incurred by Tenant in excess of the Tenant Improvement Allowance as set forth above shall be at Tenant’s sole cost and expense and not subject to any refund by Landlord. Landlord shall pay the Tenant Improvement Allowance to Tenant as follows: (a) twenty-five percent (25%) of the Tenant Improvement Allowance shall be paid on or before the Delivery Date; (b) twenty-five percent (25%) of the Tenant Improvement Allowance shall be paid within fifteen (15) days of Tenant’s delivery to Landlord of a certified statement, executed by Tenant and Tenant’s architect, indicating that construction of the Tenant’s Work is at least fifty percent (50%) completed together with a waiver and partial release of lien upon progress payment from Tenant’s general contractor (substantially in the same form as set forth in Florida Statute Section 713.20(4)); and (c) the balance of the Tenant Improvement Allowance shall be paid within fifteen (15) days of the delivery of a certified statement, executed by Tenant and Tenant’s architect, certifying the completion of Tenant’s Work, together with a final lien waiver and release from Tenant’s general contractor (substantially in the same form as set forth in Florida Statute Section 713.20(5)) and copies of the same from any subcontractor or material supplier that has given Landlord a Notice to Owner pursuant to Florida law and the certificate of occupancy (or local equivalent) for the Premises. Tenant shall have no obligation to commence Tenant’s Work until receipt by Tenant of the first installment of the Tenant

Improvement Allowance. Except as otherwise provided herein, the submission by Tenant of lien waivers from any other contractors, subcontractors or materialmen performing any work on behalf of Tenant at the Premises shall not be a condition precedent to the payment of any portion of the Tenant Improvement Allowance. If Landlord fails to pay any portion of the Tenant Improvement Allowance within fifteen (15) days after the same becomes due, then in addition to all other rights and remedies that Tenant may have against Landlord (but without duplication in recovering the amounts due Tenant), Tenant shall be entitled to deduct the unpaid and overdue portion of the Tenant Improvement Allowance from the Base Rent otherwise becoming due hereunder, together with interest on the unpaid balance thereof at the highest rate permitted by law.

     5.4. Indemnification . Tenant shall, and hereby agrees to, indemnify, defend, save and hold Landlord harmless from and against, and reimburse Landlord for, any and all obligations, damages, injunctions, suits, fines, penalties, demands, claims, costs, expenses, actions, liabilities, suits, proceedings and losses of whatever nature (including, without limitation, reasonable attorneys’ fees and court costs), arising out of any and all damage to or destruction of any portion of the Building, which damage or destruction is occasioned by or results, directly or indirectly, from any construction activities from time to time conducted upon the Premises including, without limitation, Tenant’s Work (other than any and all such obligations, damages, injunctions, suits, fines, penalties, demands, claims, costs, expenses, actions, liabilities, suits, proceedings and losses of whatever nature, which is occasioned by or results, directly or indirectly, from any negligence or misconduct of Landlord or any contractor, subcontractor, laborer, supplier, materialmen or any other third party acting, directly or indirectly, on behalf of Landlord); whether such damage or destruction is caused by or the fault of Tenant or any contractor, subcontractor, laborer, supplier, materialmen or any other third party acting, directly or indirectly, on behalf of Tenant.

     5.5 Tenant’s Obligation . Tenant shall be obligated to diligently pursue the completion of Tenant’s Work after the Execution Date of this Lease in accordance with its plans and specifications, so that the Premises are approved for use and occupancy by the appropriate government authorities and are in a suitable condition for the operation of Tenant’s Permitted Use.

6. PERMITTED USE OF PREMISES .

     6.1. Permitted Use; No Implied Covenant of Continued Operation . Tenant shall occupy and use the Premises for operation of a computer software company, including, without limitation, customer service, support, training, management and administration, software research and development, and general office purposes (“Permitted Use”). Tenant agrees to open for the Permitted Use in the Premises on or before the Commencement Date, subject to force majeure under Section 21.9, but once opened, Tenant shall not be obligated to continue operating for any period of time thereafter. Notwithstanding anything contained or set forth in this Lease to the contrary, nothing set forth in this Lease shall be construed, in any manner whatsoever, as an implied covenant of continuous operation on the part of Tenant, and Landlord specifically acknowledges that there is no covenant of continuous operation on the part of Tenant, express or implied. In the event that Tenant elects to cease its business operations at the Premises, such cessation shall not be deemed to be an “Event of Default” hereunder, nor shall such cessation relieve Tenant of any of its liabilities or obligations under this Lease.

     6.2. Restrictions on Use . Tenant shall not use nor permit the Premises to be used for any purpose other than the Permitted Use. All uses other than the Permitted Use are “Restricted Uses”. Tenant shall not use or suffer anyone to use, the Premises, or any part thereof, for any purpose in violation of the laws of the United States, the State of Florida, or the ordinances and regulations of a county or a municipality having jurisdiction over the Premises or in violation of any publicly recorded restriction. Tenant further covenants and agrees to execute and comply promptly with all statutes, ordinances, rules, orders, regulations and requirements of federal, state, county and city governments regulating the use by Tenant of the Premises. In the event that Tenant or any of its agents or employees shall fail to comply with the foregoing provisions of this Section 6.2, then Tenant shall, without affecting or limiting any of the rights and remedies otherwise available to Landlord pursuant to the terms and

provisions of this Lease, indemnify, defend, save and hold Landlord harmless from and against, and reimburse Landlord for, any and all obligations, damages, injunctions, suits, fines, penalties, demands, claims, costs, expenses, actions, liabilities, suits, proceedings and losses of whatever nature (including, without limitation, attorneys’ fees and court costs), arising from such failure to so comply with the provisions of this Section 6.2.

     6.3. Compliance with Association Declaration . The Premises and all operations conducted thereon, therein and therefrom shall at all times be in compliance with the Association Declaration. For purposes of this Lease, the term “Association Declaration” shall mean the Declaration of Covenants for Weston Town Center, recorded on February 10, 2000 in Official Records Book 30249, Pages 1592 — 1702, of the Public Records of Broward County, Florida, as the same may have been and may hereafter be amended, supplemented and/or modified from time to time and shall also include the Articles of Incorporation, By-Laws, and Rules and Regulations of the Association, all as amended from time to time. Except as otherwise provided herein (specifically Section 21.20 of this Lease), Landlord covenants and agrees that it shall not violate, terminate or modify the Association Declaration or exercise any rights of consent or other rights thereunder which may materially adversely affect Tenant’s use or enjoyment of the Premises, Building or Common Property without Tenant’s prior written consent thereto. Landlord hereby grants and conveys to Tenant, its successors and assigns, for the Lease Term, the non-exclusive right and easement appurtenant to and for the benefit of the Premises and any occupant thereof and its customers, employees, and invitees, to use, for purposes of access, ingress, egress and parking, all those certain access, ingress, egress and parking easement areas granted to Landlord under the Association Declaration. Landlord agrees, at Landlord’s sole cost and expense, to promptly and diligently enforce the provisions of the Association Declaration against any party to the Association Declaration for the benefit of Tenant.

     6.4. Compliance with Weston Town Center Rules and Regulations . The Premises and all business operations conducted on, in and from the Premises from time to time shall at all times be in compliance with rules and regulations promulgated by Landlord for and with respect to the operation of the Premises and Weston Town Center, as the same may be changed, amended or modified by Landlord from time to time, provided that no such change, amendment or modification shall materially adversely affect Tenant’s use or enjoyment of the Premises or the Common Property without Tenant’s prior written consent thereto. Additionally, the Premises and all business operations conducted on the Premises from time to time shall at all times be in compliance with the rules and regulations promulgated by the Weston Town Center Maintenance Association, Inc. (the “Association”) for and with respect to the operation of the Premises and Weston Town Center pursuant to the provisions of the Association Declaration as the same may be changed, amended or modified by the Association from time to time (subject to the limitations set forth in Section 6.3 above). The failure of Tenant to comply with, abide by or conform to, said rules and regulations following written notice of failure by Landlord to Tenant as required under Section 20 of this Lease, shall constitute an Event of Default by Tenant under this Lease. Without limiting any of the terms or conditions of Section 6.3 above, Landlord shall not be liable or responsible to Tenant for the violation of any such rules and regulations by any other tenant of Weston Town Center or any other person or party, and the failure to enforce any such rules and regulations against Tenant or any other tenant of Weston Town Center shall not constitute a waiver of Landlord’s or the Association’s right to do so, nor shall it be deemed a default by Landlord hereunder, or excuse compliance therewith by Tenant. A copy of the existing Weston Town Center Rules and Regulations promulgated by Landlord are attached hereto as Exhibit E attached hereto and incorporated herein by reference.

     6.5. Indian Trace Community Development District and Association . The Premises are subject to the jurisdiction of the Indian Trace Community Development District (the “District”) created by the State of Florida pursuant to Chapter 190 of the Florida Statutes. The District was created to provide basic infrastructure improvements, such as road construction, water and sewer services, and fire protection, traditionally provided by municipal and county governments. To finance said services the District has the power to tax, impose special assessments collect user fees and charges, borrow money, and issue bonds. All such fees, charges, and assessments levied by the District will be collected by Broward County as a part of the annual ad valorem real property tax bills and/or through user charges and hook-up and impact fees. Such fees, charges and assessments shall be the sole responsibility of

Landlord, and Tenant shall have no liability or obligation to pay or reimburse Landlord for any such amount(s).

     Tenant acknowledges that the Association Declaration encumbers the real property upon which Weston Town Center is located and that Landlord, as owner of Weston Town Center, is a member of the Association. Tenant further acknowledges and agrees that Landlord may or may not control the Association, but that even if Landlord has such right of control, same exists separate and apart from Landlord’s rights, duties and obligations hereunder and that Landlord shall not be obligated to exercise or refrain from exercising such control for Tenant’s benefit (subject to the provisions of Sections 6.3 and 6.4 above).

     Tenant acknowledges and agrees that while it is bound by the Association Declaration, the tenancy created by this Lease does not confer membership in the Association to Tenant and, further, that any rights, privileges or benefits flowing to Tenant from the Association Declaration or the Association derive solely through Landlord by virtue of this Lease and that Tenant has no separate entitlement to same but through Landlord.

7. COMMON PROPERTY .

     7.1. Tenant’s Right to Use Common Property . Tenant shall have and Landlord and the Common Area Owner hereby grants to Tenant and its employees, customers, patrons, suppliers, licensees and invitees, (during the Term of this Lease), the non-exclusive right, privilege and license to use and enjoy the Common Property in common with Landlord and all others entitled to such use, including, without limitation, all tenants of Weston Town Center and their respective employees, customers, patrons, suppliers, licensees and invitees; subject, however, at all times, to the Association Declaration and the rules and regulations promulgated by Landlord and/or the Association from time to time (as limited by the terms of Sections 6.3 and 6.4 above), and to the terms and provisions of this Lease; and subject further to Landlord’s and/or the Association’s right to grant to tenants within Weston Town Center the exclusive right to use portions of the Common Property for signage and advertising purposes and for the construction, installation, maintenance and repair of trash/garbage dumpster facilities to serve the premises leased by such tenants and the businesses operated by such tenants, or such other use as Landlord may deem necessary in its sole and absolute discretion. In the event that Landlord or the Association deems it necessary to discourage non-customer use or prevent the acquisition of public rights in Weston Town Center, or prevent a dedication thereof or the accrual of any rights to any person or to the public therein, and, in particular, with respect to any portion of the Common Property, Landlord or the Association may, from time to time (but at a minimum at least once a month), temporarily close all or portions of the Common Property, erect private boundary markers, or take such other steps as it deems appropriate in its sole and absolute discretion for that purpose and no such action shall be deemed to constitute or considered as an eviction or disturbance of Tenant’s quiet enjoyment or possession of the Premises so long as such steps are accomplished without substantial disruption of Tenant’s business.

     7.2. Landlord Reservation of Rights . Landlord, the Association, and the Common Area Owner reserve the right, from time to time and at any time in its sole and absolute discretion, to perform maintenance, repairs and alterations to, and reduce or expand the size of, Weston Town Center and its various improvements and component parts; to change the name, size, number, design, configuration, location and legal description of any Buildings located within Weston Town Center, including, without limitation, that of the Building and to build additional stories thereon and erect in connection with any construction thereof, temporary scaffolds and other construction aids (provided, however, that access to the Premises by Tenant shall not be denied); and to thereby change the size, configuration, location and legal description of the Common Property. Landlord, the Association, and the Common Area Owner also reserve the right to change the size, configuration, layout and pedestrian or vehicular traffic circulation pattern of all facilities and improvements from time to time located, developed and constructed on the Common Property, and to enter into, modify and terminate easements and other agreements pertaining to the maintenance and use of the parking areas and other portions of the Common Property. Landlord, the Association, and the Common Area Owner further reserves the right to install and operate music program services and loudspeaker systems within the Common Property. Tenant agrees to cooperate

with Landlord, the Association, and the Common Area Owner with respect to the exercise of any of the foregoing rights.

     7.3. Management and Maintenance of Common Property . The Common Property shall at all times be subject to the exclusive management and control of the Association. The Association shall manage, operate and maintain the Common Property and all facilities and improvements from time to time located, developed and constructed thereon specifically including, without limitation, all lawn, landscaping and planting areas, in a first class manner and state and condition of appearance and repair, the costs for which shall be borne solely by the Association and/or Landlord (and not Tenant). The Association hereby reserves, and shall at all times hereafter have, the right, in its sole and absolute discretion, to delegate the management of the Common Property to a third party of its choice. In no event shall use of the Common Property be conditioned upon payment of parking charges. Landlord shall make, at the sole cost and expense of Landlord, all repairs, alterations or other improvements in and to the Premises and the Building and any Common Property which are required by governmental authority of Weston Town Center in general or of all similar centers in Broward County, Florida.

     7.4. Employee Parking . Tenant shall not permit more than 50 automobiles to be parked within Common Property at any one time. Landlord, the Association, and the Common Area Owner shall have the right, from time to time, upon at least thirty (30) days’ prior written notice to Tenant, to designate within the Common Property certain areas of Weston Town Center for tenant and tenant employee parking, and Tenant agrees that Tenant and its employees shall not thereafter park in any portion of Weston Town Center except those areas so designated by Landlord or the Association. The foregoing notwithstanding: (i) in the event any parking spaces are designated by Landlord or the Association for the use of Tenant and/or Tenant’s employees, the number and location of such spaces will be subject to Tenant’s prior written consent; and (ii) in no event shall any parking spaces adjacent to the Building be designated for the use of Landlord or any other tenant or occupant of Weston Town Center, or any of such parties’ employees, without Tenant’s prior written consent. EMPLOYEES SHALL BE STRICTLY PROHIBITED FROM PARKING EMPLOYEES’ CARS ON MAIN STREET. In order to facilitate the enforcement of such restriction on Tenant and employee parking, Tenant agrees that it shall, upon Landlord’s or the Association’s request, furnish and provide to Landlord or the Association the automobile license tag numbers of all Tenant and employee vehicles.

     7.5. Pedestrian and Golf Cart Access . Notwithstanding anything to the contrary contained in this Lease, Landlord and the Common Area Owner acknowledge and agree that at all times during the Term of this Lease, Tenant shall have free and unrestricted pedestrian and golf cart access between the Building and Tenant’s adjoining property in Weston Town Center located at 2000 Ultimate Way, Weston, FL 33326 in the area(s) shown on the Weston Town Center Site Plan attached hereto as Exhibit A (“Pedestrian and Golf Cart Access”), subject to the prior written approval of all applicable governmental authorities. The approval of all applicable government authorities relative to the Pedestrian and Golf Cart Access shall not be a condition of the Lease. Within 180-days after the final, unappealed and appealable approval of all applicable government authorities relative to the Pedestrian and Golf Cart Access, Landlord shall have fully completed all construction and other work required relative to the Pedestrian and Golf Cart Access. In the event that Landlord shall not have fully completed all construction and other work required relative to the Pedestrian and Golf Cart Access within such 180-day time period, Tenant may, at any time thereafter prior to Landlord’s completion of all construction and other work required relative to the Pedestrian and Golf Cart Access, terminate the Lease upon written notice to Landlord.

8. SIGNS .

     Landlord agrees that Tenant shall, at Landlord’s expense, be permitted to place its name on the Tenant directory for the Building. Tenant also shall, at Tenant’s expense, have the right to install an oversized logo sign (“Sign”) on the exterior of the Premises (similar in size to the existing EWM Realty exterior Building sign), provided, however, that any Sign, and the number, size, color, arrangement, placement and location of the same upon the Building shall be subject at all times to all applicable government laws, ordinances and regulations. Tenant shall have the right, at its expense and in compliance with applicable law, to erect, maintain, place and install its usual and customary signs and

fixtures in the interior of the Premises. Except as otherwise provided in this Section 8, Tenant shall not be allowed to display signage on the Building or any windows of the Premises. Tenant agrees that, except as otherwise provided in this Section 8, it shall not place or suffer to be placed or maintained upon any exterior wall, roof, door or window of the Premises or upon any portion of the interior of the Premises which is prominently visible from the exterior thereof, any sign or other advertising or promotional materials or media whatsoever without the prior written consent and approval of all applicable government authorities, the Landlord and the Association, which consent and approval Landlord and the Association may withhold in its reasonable discretion. In no event shall Tenant install a sign on any façade or elevation of the Building that has an existing sign advertising Esslinger Wooten Maxwell Realtors, EWM Realtors or any other trade name of EWM Realtors.

9. UTLITIES & TRASH REMOVAL; LANDLORD’S ADDITIONAL SERVICES .

     9.1. Utilities . The Tenant shall be solely responsible for and shall promptly pay all charges for public utilities and/or private services rendered or furnished to the premises during the Term hereof, including, but not limited to, heat, gas and electricity, together with all taxes or other charges based upon the use of such utilities. Landlord shall be solely responsible for the performance of any and all repairs to all utility lines, pipes and other facilities serving the Building, unless such repair was necessitated by the gross negligence or willful misconduct of Tenant or anyone acting by, through or under Tenant. Tenant shall be solely responsible for the performance of any and all repairs to all utility lines, pipes and other facilities that exclusively serve the Premises, unless such repair was necessitated by the negligence or misconduct of Landlord or anyone acting by, through or under Landlord. Landlord shall not be liable to Tenant for any interruption of utility services to the Premises caused by events beyond Landlord’s reasonable control; provided, however, that Landlord shall be obligated to use its best efforts to obtain the resumption of such utility services as quickly as is reasonably possible (unless such interruption of service was caused by the gross negligence or willful misconduct of Tenant or anyone acting by, through or under Tenant). Except as otherwise expressly provided herein, Landlord shall in no event be liable for the quality, quantity or interference of such services. Tenant shall and hereby agrees to make all appropriate applications and arrangements for utility services required to serve the Premises directly with those utility companies and authorities providing such utilities to the Building. Tenant shall pay all fees, charges and deposits required by such utility companies and authorities as a condition to their providing such utility services to the Premises, excluding any impact, “tap-in”, or “hook-up” fees which shall be the sole responsibility of Landlord. If additional or special utility services or wiring are required for the conduct of Permitted Use within and from the Premises, the same shall be included in Tenant’s Work.

     9.2. Trash Removal . Landlord, directly or through the Association, shall remove trash and rubbish generated by Tenant in the ordinary course of the operation of Tenant’s business in the Premises, provided that such trash and rubbish is placed by Tenant either in designated containers or dumpsters provided by Landlord or, at Tenant’s option, in containers provided by Tenant and stored in locations designated by Landlord. The cost for removal of the trash and rubbish shall be borne solely by Landlord, and Tenant shall have no liability or obligation therefor.

     9.3. Landlord’s Additional Services . In addition to the foregoing, Landlord shall furnish the following services to Tenant at no additional cost or charge: (a) hot and cold water for use in lavatories in common with other tenants of the Building; (c) customary cleaning and janitorial services in the Building lavatories on weekdays (excluding national holidays); (d) twenty-four (24) hour working elevator service to the second floor of the Building; (e) twenty-four (24) hour access to the Premises; and (f) washing of the outside windows in the Premises at intervals reasonably determined by Landlord but not less than once per calendar year.

10. MAINTENANCE & REPAIRS .

     10.1. Tenant’s Obligations . Except for those portions of the Premises which shall be maintained, repaired and replaced by the Landlord as provided in Section 10.2 and elsewhere in this Lease, Tenant shall, at all times during the Term of this Lease, at its sole cost and expense, keep, clean, maintain, repair and replace all interior, non-structural portions of the Premises, including, without

limitation, all exterior and interior windows (including, without limitation, plate glass windows), doors and entrances, floor coverings, and all exterior and interior signs and all interior walls, partitions, fixtures, equipment, systems and other appurtenances, including, without limitation, all electrical and lighting systems and fixtures, all plumbing systems and fixtures, all HVAC Systems in or serving the Premises (on which Tenant shall maintain a service and maintenance contract for regular service inspection, and emergency and extraordinary repair of the air conditioning unit(s) on the Premises), and the interior fire sprinkler system in the Premises, in good, clean, sanitary and safe order, condition and repair, ordinary wear and tear excepted. In furtherance thereof, Tenant shall make all necessary and desirable repairs and replacements to the Premises, ordinary and extraordinary, however the necessity or desirability for repairs and replacements shall occur, and shall use all reasonable precautions to prevent waste, damage or injury to the Premises, except for any repairs or replacements that are necessitated by the negligence or misconduct of Landlord or anyone claiming by, through or under Landlord. In connection with any maintenance, repairs or replacements conducted by, through or under Tenant, Tenant shall comply with all applicable federal, state, county and local laws and ordinances (including, without limitation, the ADA), and all rules and regulations of any governmental authority having jurisdiction over the Premises.

     10.2. Landlord’s Obligations . Landlord shall keep, maintain, repair and replace the exterior of the Premises, all structural elements of the Premises and Building (whether interior or exterior and including, without limitation, the foundations, supporting columns, load bearing walls, floors and floor slab and the roof structure), the public corridors, elevators, washrooms and lobby of the Building, all plumbing, electrical and other utility system components of the Building and Common Property (other than those that exclusively service the Premises or within the Premises and which are maintained and repaired by Tenant), in good, clean, sanitary and safe order, condition and repair, ordinary wear and tear excepted, and shall have the right of entry onto the Premises at reasonable times upon reasonable advance notice to Tenant for the purpose of performing same (except in the event of an emergency, as to which no notice shall be required; as used in this Lease, the term “emergency” shall mean a situation which requires, in the good faith judgment of the acting party, immediate action in order to prevent death, bodily injury or property damage). Landlord shall have no obligation to repair until receipt by Landlord of written notice of the need for repairs. In connection with any maintenance, repairs or replacements conducted by, through or under Landlord, Landlord shall comply with all applicable federal, state, county and local laws and ordinances (including, without limitation, the ADA), and all rules and regulations of any governmental authority having jurisdiction over the Premises.

     10.3. Right of Entry . Landlord and its agents and employees shall have the right to enter the Premises at reasonable hours and, except in cases of emergency, upon reasonable advance notice to Tenant (which notice, notwithstanding any other provision of this Lease, may be given orally) to make inspections, show the Premises to prospective tenants (but only during the last six months of the Term or earlier period if Tenant exercises its right of early termination pursuant to Section 21.19 of this Lease), purchasers, lenders or others, or to make alterations or repairs to the Building or the Premises for which it is responsible or which it is entitled to make hereunder, provided that Landlord shall use all reasonable efforts not to disturb Tenant’s use and occupancy of the Premises and business operations. Tenant shall be entitled at its own option to have an agent present during any such entry. In the event of emergency or in order to comply with all laws, orders, ordinances and requirements of any governmental unit or authority (regarding which compliance is the responsibility of Landlord), Landlord and its agents and employees shall have the right of entry at any time and may perform any acts related to safety, protection, preservation or improvement of the Building or the Premises or required by such governmental unit or authority. Except as otherwise expressly provided in this Lease, Tenant shall not be entitled to any abatement or reduction of rent because of work performed within the Building or Premises by Landlord (provided such work is performed in a manner so as to minimize interference with the conduct of Tenant’s business within the Premises).

11. ALTERATIONS .

     11.1. Alterations . Except as otherwise required herein, Tenant shall not make any alterations, additions or improvements to the exterior or structural portions of the Premises (including, without limitation, the roof) (herein referred to collectively as “Alteration”) without the prior written consent of

Landlord and the Association (to the extent it has jurisdiction), which consent Landlord and the Association shall not unreasonably withhold. Tenant may install in the interior of the Premises without the consent of Landlord, unattached, movable trade fixtures and furniture which may be installed without drilling, cutting or otherwise defacing the Premises (herein referred to as “Removable Trade Fixtures”). Tenant shall submit to Landlord for its review and approval, complete plans and specifications for any proposed Alteration at the time approval is sought, and if necessary, resubmit the same from time to time, within fifteen (15) days after receipt of written notice of disapproval thereof from Landlord or the Association, until the same are approved by Landlord and the Association if applicable. In the event the Association or Landlord fails to grant its approval (or disapproval) of Tenant’s plans and specifications within ten (10) days of Tenant’s submission (and/or resubmission) of the same, then Landlord and/or the Association, as the case may be, shall be deemed to have approved the same. In connection with any Alteration of the Premises by Tenant, Tenant shall comply with all applicable federal, state, county and local laws and ordinances (including, without limitation, the ADA), and all rules and regulations of any governmental authority having jurisdiction over the Premises.

     11.2. Insurance by Tenant’s Contractor . Prior to Tenant commencing any improvements or Alterations to the Premises, Tenant shall deposit with Landlord a liability insurance certificate from Tenant’s general contractor, or if none, from each of Tenant’s independent contractors in an amount not less than $1,000,000 per occurrence or such amount as Landlord acting reasonably may require from time to time, with Landlord added as additional insured, which liability insurance shall be on a comprehensive form and shall cover all hazards related to any work performed by any such contractor on the Premises.

     11.3. Damage & Waste . Any damage to the Premises or the Building caused by Tenant or any of its employees, contractors, or workmen shall be repaired by and at the expense of Tenant. Tenant shall be responsible for the disposal of waste generated with respect to Tenant’s improvements or Alterations.

     11.4. Contractor’s Affidavit . On completion of Tenant’s improvements or Alterations, Tenant shall cause to be furnished to Landlord a Contractor’s Affidavit stating that there are no liens outstanding against the Premises on account of Tenant’s improvements and that all accounts for work, service and materials have been paid in full.

     11.5. Ownership of Fixtures . All Alterations made and all fixtures installed in or to the Premises (except Removable Trade Fixtures), including, without limitation, heating and air conditioning equipment, lighting fixtures, store front, ceiling, wall treatment, floor covering, plumbing and electrical systems and fixtures shall become the property of Landlord upon the termination of this Lease, without any compensation therefor to Tenant, and shall not be removed by Tenant at or before the expiration or earlier termination of this Lease, unless Landlord shall give notice to Tenant to remove any or all of the same, in which event Tenant shall remove such of said Alterations and Fixtures as may be specified by Landlord in Landlord’s notice to Tenant and Tenant shall repair all damage caused by such removal and restore the Premises to their original order and condition, normal wear and tear excepted.

     11.6. Ownership of Removable Trade Fixtures . All Removable Trade Fixtures installed in the Premises by Tenant shall remain the property of Tenant and shall be removed by Tenant upon the expiration or earlier termination of this Lease; provided that Tenant shall not at such time be in default hereunder beyond any applicable notice and cure periods and provided further that Tenant shall repair all damage caused by such removal and restore the Premises to its original order and condition. Any Removable Trade Fixtures not removed by Tenant upon the expiration or earlier termination of this Lease (including, without limitation, a termination of this Lease by Landlord) shall be and become the property of Landlord without any obligation on the part of Landlord to pay compensation therefor to Tenant, unless Landlord shall give notice to Tenant to remove any or all of the same, in which event Tenant shall remove such of said Removable Trade Fixtures as may be specified in Landlord’s notice to Tenant. The provisions of this Section 11.6 shall survive the expiration or earlier termination of this Lease.

     11.7. Failure to Remov