SHOPPING CENTER LEASE

This lease ("Lease"), dated as of December 1, 2004, by and between KIMCO AUSTIN L. P. ("Landlord") and BROKERS NATIONAL LIFE ASSURANCE COMPANY ("Tenant");

WHEREAS , Landlord and Tenant wish to enter into this Lease on the terms and conditions hereinafter set forth;

NOW, THEREFORE , in consideration of the foregoing, and the mutual covenants and agreements contained in this Lease, Landlord and Tenant hereby agree as follows:

Tenant hereby leases the Leased Premises (as hereinafter defined) from Landlord and Landlord hereby leases the Leased Premises to Tenant upon, and subject to, the terms and conditions hereinafter set forth in this Lease.

In addition to other terms defined in this Lease, the following terms whenever used in this Lease with the first letter of each word capitalized shall have only the meanings set forth in this Article, unless such meanings are expressly modified, limited or expanded elsewhere herein.

The following riders and exhibit(s) are hereby incorporated into this Lease and made a part of this Lease for all purposes:

IN WITNESS WHEREOF, the parties hereto have executed this Lease under their respective hands and seals as of the day and year first above written.

2.   Leased Premises, Term and Lease Year. The Leased Premises is deemed to contain an amount of square feet of space equal to the Floor Area. The Lease Term shall commence on the Lease Commencement Date. Tenant's duty to pay Rent shall commence on the Rent Commencement Date, Notwithstanding the foregoing, Tenant shall pay the first month's installment of Rent on the execution hereof, which amount shall be applied as a credit against such first monthly installment as and when due (and promptly refunded if, for any reason other than Tenant's default, this Lease should be terminated by reason of non-occurrence of the Lease Commencement Date). The Lease Term shall expire without notice on the Expiration Date. On request, Tenant shall promptly deliver to Landlord a statement in recordable form specifying the Rent Commencement Date and the Expiration Date. The first Lease Year shall commence on the Rent Commencement Date and end on the last day of the calendar month in which occurs the first anniversary of the day immediately preceding the Rent Commencement Date. Each succeeding Lease Year shall be each successive twelve (12) month period.

3.   (A)   Base Rent.   Tenant shall pay Base Rent at the annual rates specified in the Base Rent Schedules in monthly installments paid in advance on the first day of each calendar month in the amount specified in the Base Rent Schedule. If the Rent Commencement Date is not the first of the month, the Base Rent for that month shall be prorated. Should any Lease Year contain more or less than twelve (12) months, Base Rent and other charges for such Lease Year shall be appropriately prorated. All other payments to be made by Tenant pursuant to this Lease are in addition to Base Rent. Tenant shall pay Base Rent and other Rent to Landlord or its designated agent at the address Landlord designates without Landlord making any demand. The obligation to pay Base Rent and other Rent is an independent, unconditional covenant.

(B)   Additional Rent.   Base Rent and all other payments required to be made by Tenant (including, but not limited to, Tax Rent and Common Area Rent) shall be deemed to be and are included in the term "Rent", which shall be due and payable on demand or together with the next installment of Base Rent, whichever first occurs, unless another time is expressly provided for payment. Landlord shall have the same rights and remedies for non-payment of any Rent or any as for a non-payment of Base Rent. Tenant shall pay to Landlord any tax or license fee measured by Tenant's Rents receivable by Landlord (presently, although subject to change, the jurisdiction where the Leased Premises is located does not impose such a "Rent Tax" or similar tax on rents); these taxes shall be paid by Tenant each month with monthly payments of Rent,

(C)   Late Rent.   Any Rent or not paid when due shall bear interest on the payable amount from the date when due until paid at the Default Interest Rate (see Article 24(B)); in addition, Tenant shall pay Landlord a Fifty ($50.00) Dollar late charge for each overdue payment.

(D)   Notwithstanding any alleged defense, counterclaim or offset against Rent, Tenant shall continue to pay Landlord all Rent faithfully when due, including during the continuance of any dispute or legal action, subject to reimbursement if directed by the Court. Tenant hereby consents to the entry in any court action of an order requiring Tenant to make Rent payments during the pendency of the lawsuit. All Rent due to Landlord under this Lease shall, unless and to the extent expressly otherwise provided herein, be due and payable without any notice, demand, offset, credit, deduction or abatement.

(A)   "Taxes" shall mean and include: real estate taxes; special and general assessments; water and sewer rents and charges including connection or hookup charges; governmental license and permit fees; charges for public or private easements benefiting the Shopping Center; taxes on other areas made available for the common use or benefit of tenants; and all other governmental impositions and charges (extraordinary as well as ordinary, foreseen and unforeseen) which are either a lien on the Shopping Center or which are charged, levied or assessed on, or imposed in connection with, the use, occupancy or possession of the Shopping Center, and/or which appear as a charge on a tax bill given to Landlord by any official taxing authority; and also: taxes, license fees or other charges measured by the rents receivable by Landlord from the Shopping Center; occupancy taxes, rent taxes or similar taxes; interest on Tax installment payments; and costs, expenses and fees (including attorneys' and other experts' fees) incurred by Landlord in contesting and/or negotiating Taxes with the public authorities (regardless of the outcome). If any method of taxation prevailing on the date of this Lease is altered, so as a substitute for the whole or any part of real estate taxes there is levied or assessed a different kind of tax, the different tax shall be deemed included in "Taxes". However, "Taxes" shall not include any inheritance, estate, succession, transfer, gift, franchise or corporation tax, or any net income tax, profit tax or capital tax imposed on Landlord. A copy of an official tax bill with respect to a governmental tax or assessment shall be conclusive evidence of the amount of a Tax. If the Leased Premises is located in Indiana, Ohio, Illinois or other jurisdiction wherein taxes are billed or are payable in arrears after they have accrued or become a lien, then the taxes that are payable or become a lien during the calendar year in which the Lease Term is in effect shall be included in the definition of "Taxes" shared in or payable by Tenant according to the provisions of this Article even though the payment thereof relates to a fiscal tax period in whole or in part occurring prior to the commencement of or after the end of the Lease Term.

(B)   Tax Rent.   As additional Rent for each year of this Lease (herein called 'Tax Rent"), Tenant shall pay to Landlord, in the manner hereinafter described, the product obtained by multiplying the aggregate amount of all Taxes payable by Landlord for the then-current calendar year (or other fiscal or accounting year selected by Landlord) by a fraction ("Tenant's Fraction"), the numerator of which is the Floor Area of the Leased Premises, and the denominator of which is the total square foot ground floor area which is leasable for space (on the first day of the month in question) inside all the buildings of the Shopping Center. Notwithstanding the foregoing, at Landlord's option Tenant's Fraction may be appropriately adjusted with regard to Tax Rent and/or Common Area Rent to exclude from the denominator thereof any land and/or building(s) in the Shopping Center leased to or occupied by third parties with separate tax lots or parcels for which they directly or indirectly pay taxes and/or who are responsible for maintenance of portions of the Common Areas; provided that in such event the Taxes or Common Area expenses paid by such third parties shall also be excluded in the computation of Taxes and/or Yearly Common Area Costs. On the first day of each month in advance, Tenant shall pay to Landlord one-twelfth (l/12th) of Tenant's annual share of Tax Rent, based on Landlord's estimates. If after the end of a calendar year (or other accounting period used by Landlord) the total of the monthly payments by Tenant for the year has exceeded or is less than the annual Tax Rent actually due, then an adjustment shall be made with appropriate payments to or repayment by Landlord, If the amount of any Taxes payable during the current year shall not yet have been billed by the taxing authority, the monthly Tax Rent then payable shall be based on the amount of the corresponding Taxes for the immediately preceding Tax year, subject to immediate adjustment (and payment of the adjusted amount by Tenant) when such Taxes are billed or determined,

(C)   Other Taxes .   In addition to Tax Rent, Tenant shall pay in the entirety: all taxes attributable to its signs, personal property and leasehold interests; all taxes allocable or attributable to any improvements made by Tenant to the Leased Premises; all occupancy taxes or other taxes on its right to occupy the Leased Premises; all taxes on Its Rent (including sales taxes on rents if the Leased Premises is in Florida or in any other jurisdiction imposing a tax on rents); and other taxes imposed on tenants generally,

7.   Construction; Condition of Premises; Ownership of Installations.   If Tenant enters the Leased Premises before the Lease Commencement Date (but Tenant shall have no such right except as may be expressly provided herein or with Landlord's prior written consent), Tenant shall pay for all utilities used by it and defend, indemnify and hold Landlord harmless from all liability which arises out of Tenant's possession, use or occupancy during that period, and provide Landlord with the insurance referred to in Article 11 (B), and the indemnity in Article 11 (A) shall apply and all other provisions of this Lease shall apply except (unless otherwise stated herein) the obligation to pay Rent. Promptly following the Lease Commencement Date, Tenant shall (subject to the provisions of Article 10(E) and all other relevant provisions of this Lease) fixture and do all other work, including installation of an attractive exterior lighted sign above its entrance (see Article 10 (D)), in order to prepare the Leased Premises for business operation, and complete its work, and open for business promptly. Prior to operating its business, Tenant shall obtain a permanent certificate of occupancy (or local equivalent) for the Leased Premises from the local government agency having jurisdiction, and obtain final lien waivers for all work performed by or on behalf of Tenant and forward copies to Landlord. Tenant shall, at its sole expense, in doing any work, making any installations, or in using, occupying or conducting business at the Leased Premises, comply with all present and future laws, regulations, building codes and/or fire codes applicable to the Leased Premises or to Tenant's use or occupancy or business operations, including those that relate to installation, maintenance, upgrading, repair or replacement of sprinkler systems, and Tenant shall defend, indemnify and hold Landlord harmless from all losses, damages, claims, liabilities, costs and expenses (including legal fees) arising out of any failure to do so. Tenant acknowledges Landlord has made no representations, and that Tenant has conducted all inspections it deems necessary (including environmental), and Tenant accepts the Leased Premises and all the equipment, apparatus, plumbing, heating, air conditioning, electric, water, waste disposal and other systems relating thereto and the parking lot and the other Common Area of the Shopping Center "AS IS". Landlord is not obligated with respect to either the Leased Premises or the Shopping Center to make any improvements, changes, installations, do any work, make any alterations, repairs or replacements, clean out the Leased Premises, obtain any permits, licenses or governmental approvals, or spend any money either to put Tenant in possession or to permit Tenant to open for business, unless Landlord has so agreed expressly in this Lease. All work other than that to be performed by Landlord, if any, shall be accomplished by Tenant. Unless specifically stated otherwise in this Lease, it is deemed that Landlord shall have tendered possession of the Leased Premises to Tenant immediately on the signing of this Lease by both Landlord and Tenant. Except for signs, merchandise counters or other easily removable similar trade fixtures and office equipment , installed by Tenant at Tenant's expense, all alterations, decorations, additions and improvements made by Tenant to the Leased Premises and including all heating and air-conditioning units, equipment and apparatus at the Leased Premises and other fixtures such as ceiling tiles and grids, lighting fixtures, electric panel

boxes, plumbing, boilers, floor and wall coverings, alarm systems, lights, toilet fixtures, partitions, doors and utilities shall be deemed attached to the freehold and be Landlord's property.

8.   Common Area.

(A)   Subject to subparagraph (C) below, Tenant and its employees, agents, and customers shall have the non-exclusive right to the use or benefit of the Common Area to the extent and in the manner reasonably designated by Landlord. Except as otherwise specified in this Lease, Landlord agrees to make all necessary repairs and maintenance to the Common Area to keep same in good condition, including without limitation sweeping and removal of snow, ice and refuse, and landscaping maintenance. (See also Article 41 re: maintenance of the existing elevator in the Leased Premises).

(B)   "Common Area" is hereby defined as the areas, equipment and facilities of the Shopping Center or of any other land or property made available by Landlord for the safety, benefit or convenience of tenants or their employees, subtenants, customers or invitees, including (as illustrations and not in limitation): parking areas, driveways, truck serviceways, sidewalks and curbs; entrances and exits from the adjacent streets; traffic lights, traffic islands, landscaped areas; meter rooms outside individual stores; fencing; lighting facilities; sprinkler system serving landscaped areas or buildings; sewage system outside tenants' stores; roofs, gutters and downspouts and the exterior of outside walls (excluding storefronts) of buildings (without implying Tenant may use the roofs or outside walls); directional or safety signs; Landlord's pylon signs (but not individual tenant panels) and sign panels which identify the Shopping Center. Tenant acknowledges that the Common Area may also be used by occupants and/or invitees of properties adjoining the Shopping Center, whether or not owned, leased or managed by Landlord,

(C)   Landlord reserves the right at any time and from time to time to change or reduce or add to the Common Area. Common Area shall be under the exclusive control and management of Landlord (including the hours that parking area lights are kept on). Tenant and its employees shall park their vehicles only in areas Landlord designates for employee parking as Employee Parking Area on Exhibit "A"; Tenant hereby acknowledging that Landlord may relocate such area at any time upon five (5) days notice to Tenant; if after one (1) violation notice is given to Tenant a violation recurs by Tenant or its employees parking vehicles in other than the employee parking areas, Landlord shall have the right to tow such vehicle at Tenant's expense and/or levy an assessment against Tenant of Forty ($40.00) Dollars per day for each vehicle. Tenant shall not permit trucks or delivery vehicles used by it to be parked in the Common Area except where Landlord permits, Landlord may close parts of the Common Area for such time necessary in its opinion to prevent a dedication or accrual of rights in other persons, or to discourage non-customer parking. Landlord shall not be obligated (although it may do so at its option) to keep the Common Area illuminated to any extent after 10:00 P.M. or on any Sunday or legal holiday.

(D)   Common Area Rent . In the manner hereinafter described, Tenant shall pay its share of "Yearly Common Area Costs" (hereinafter defined). On the first day of each month in advance, Tenant shall pay to Landlord, as additional Rent (herein called "Common Area Rent") one-twelfth (1/12th) of Tenant's annual share of Landlord's estimated Yearly Common Area Costs, based on Landlord's estimates. Tenant's annual share shall be determined by multiplying the Yearly Common Area Costs by Tenant's Fraction (defined in Article 5(B)). For a portion of a calendar month at the beginning of the Lease Term, Tenant's Common Area Rent shall be prorated for that month.

(E)   "Yearly Common Area Costs" shall mean and include all costs and expenses incurred by Landlord during each twelve (12) month period selected by Landlord for repair, replacement, painting, maintenance, protection and operation of the Common Area and for insurance carried by Landlord with respect to the Shopping Center, and insurance-related costs and expenses, including (by way of examples and not in limitation) costs or expenses relating to: parking areas, sidewalks and the like; storm water and sewage drainage and sanitary control; removal of snow, ice and refuse (including use of trash compactors); gardening and landscaping; roof repairs; insuring buildings and improvements and insuring for bodily injury and property damage liability, including but not limited to insurance premiums, administrative costs, fees, losses within deductibles and/or self-insured retentions for All-Risk Property Insurance including Flood and Earthquake, Boiler & Machinery, Loss of Rents, Crime, General and Umbrella liability, Workers Compensation, Automobile, and such other coverages and limits as Landlord in its sole discretion deems reasonable in the circumstances, all at the fair premiums (which may be at the manual rates applicable to the Shopping Center), as if the Shopping Center was the only property owned by Landlord (but notwithstanding the foregoing, such insurance may be obtained through blanket policies as long as Landlord makes a reasonable allocation of premiums to the Shopping Center, which allocation may be based, inter alta upon a uniform per square foot rate for all or substantially all property owned by Landlord and affiliates); controlling or eliminating puddling or flooding; lighting (including electric cost and maintenance, repair or replacement of fixtures, poles and replacement of bulbs); depreciation of property owned or rental paid for maintenance machinery and equipment; taxes or fees payable by Landlord for any pylons, equipment or other facilities; costs of security patrols, directing parking and policing the Common Areas, compensation to personnel engaged in managing the Common Areas and implementing services related thereto; plus fifteen (15%) percent of the Yearly Common Area Costs as a fixed administrative fee for Landlord. Landlord may cause any services such as sweeping, snow removal, repairs, etc. to be provided by independent contractors, and the fees paid shall be part of Yearly Common Area Costs.

(F)   After the end of each accounting period, Landlord shall furnish a statement of the actual Yearly Common Area Costs. If the statement shows that the aggregate of Tenant's monthly estimates paid by Tenant during such year was less than Tenant's Common Area Rent payable, Tenant shall pay the balance due to Landlord within ten (10) days after receipt of the statement; and if the statement shows that the aggregate paid exceeded the Common Area Rent payable, Landlord shall either refund the excess or credit Tenant's next accruing Common Area Rent, Tenant's failure to give Landlord written notice of any objection to the statement within ninety (90) days after the statement is sent shall constitute a waiver of any objection or inquiry Tenant may have about the statement or for any examination of Landlord's records. Tenant acknowledges Landlord has not made any warranty, agreement or representation of any kind as to the actual dollar amount of Yearly Common Area Costs or Tenant's dollar share thereof.

(G) Tenant's Right to Audit.

If Tenant's Common Area Rent in any CAM Year (defined below) increases by more than five percent over the previous CAM Year. Tenant shall have the right, upon not less than ten business days notice, to audit Landlord's books regarding the Yearly Common Area Costs for the period reflected in the most recent statement (the "CAM Year") provided (i) the audit is conducted at Landlord's home office during Landlord's normal business hours; (ii) the audit occurs no more than one time for the CAM Year in question; (iii) the audit is done at Tenant's sole cost and expense; (iv) Tenant is not in default under any provision of the Lease; and (v) the audit is conducted by a certified public accountant paid on an hourly rate. Tenant shall deliver to Landlord a copy of the results of the audit within ten days of its receipt by Tenant. No such audit shall be conducted if any other tenant has conducted an audit for the same time period if Landlord agrees to deliver to Tenant a copy of the other tenant's audit results. Notwithstanding the foregoing, no subtenant shall have the right to conduct an audit and no assignor-tenant or assignee-tenant shall be entitled to conduct an audit for any period of time that it was not the tenant properly in possession of the Leased Premises.

The parties acknowledge that an auditor should seek an accurate review of the appropriate records but, if a fee is based upon the amount of the recovery, the auditor could be motivated to overstate the facts in hopes of getting a higher settlement. Therefore, Tenant agrees that it will not use an auditor who operates on a contingency basis or on any payment schedule where the compensation may vary based upon the amount of recovery. Prior to commencing any audit, Tenant shall deliver to Landlord a copy of its retainer agreement with the auditor which contract shows that Tenant has authorized the auditor to examine the books on its behalf and reflects the agreed upon compensation schedule.

With respect to any such audit conducted by Tenant, Tenant and its auditor shall sign a confidentiality agreement promising to keep all information gained as a result of the audit strictly confidential and to not disclose the information to anyone or any entity. Neither Tenant nor its auditor shall be entitled to audit or examine any records specifically pertaining to another tenant at the Shopping Center.

(A)   Tenant agrees that the Leased Premises will be used and occupied by Tenant and/or any assignees, sublessees or other occupants (which reference to assignees, sublessees and other occupants shall not be deemed to give Tenant any rights to assign or sublet not specifically set forth in this Lease), or permitted to be used and occupied by Tenant or any other such parties only for the Permitted Use, and for no other use or purpose. Without limitation of the foregoing, no sale or dispensing of lottery tickets, other gaming tickets, liquor, wine or beer shall be permitted.

(C)   Tenant's Business Operations. Tenant shall keep the Leased Premises open and operated continuously for business not less thirty-seven and one-half (37 1/2) hours during each week of the Lease Term. Tenant will continuously operate its business therein with diligence and fully staffed with personnel at the Leased Premises. Tenant agrees for its part: no auction, fire, bankruptcy, going out of business or similar sale will be conducted or advertised; no merchandise will be kept, displayed or sold or business solicited in the Shopping Center outside the Leased Premises; no nuisance will be permitted; nothing shall be done which is unlawful, offensive or contrary to any law, ordinance, regulation or requirement of any public authority, or which may be injurious to or adversely affect the quality of the Leased Premises or the Shopping Center; no part of the Leased Premises (especially the electric and plumbing systems, the floor and walls) will be overloaded, damaged or defaced; no holes will be drilled in the stone or brickwork or in concrete; no emission of any objectionable odors, sounds or vibrations will be permitted. Tenant shall procure all licenses and permits required for the use or occupancy of the Leased Premises and the business being conducted therein; the storefront, show windows and signs will be repaired, kept clean, in good condition and lighted; all merchandise and other property will be delivered to or removed from the Leased Premises only by the rear entrance; all garbage, waste and refuse will be kept stored temporarily inside the Leased Premises and then regularly removed at Tenant's expense and, if Landlord opts, only by a contractor designated by Landlord, provided its price is competitive. Tenant will comply with the requirements of law and any requests of governmental agencies or Landlord in its recycling program, if any, Tenant shall comply with all environmental statutes, regulations or ordinances now or hereinafter enacted by government authorities. Tenant shall not permit the release, emission, disposal, dumping or storage of hazardous wastes (as defined in any such laws) into the septic tanks, sewers, or other waste disposal facilities of the Shopping Center or anywhere in the Shopping Center, or permit same to be brought into the Leased Premises at any time, and the provisions of this sentence shall survive the expiration of the Lease Term. Tenant shall keep the Leased Premises free of rodents, vermin, insects and other

pests, and provide regular exterminator services at its own expense, and, if Landlord opts, only by an exterminator designated by Landlord provided its price is competitive. Tenant agrees that nothing will be done or omitted which may either prevent the obtaining by Landlord or other tenants of insurance on any part of the Shopping Center or on any personal property thereon, or which may make void or voidable any such insurance, or which may create any extra premiums for any insurance carried by Landlord or other tenants. Tenant will comply with all requirements and recommendations of Landlord's and Tenant's insurance companies and any rating bureau or similar organization, including maintaining and servicing fire extinguishers.

(D)   Tenant agrees to; not sell goods, solicit business or distribute advertising matter in the Common Areas; not permit preparation of food or any cooking, baking or frying in the Leased Premises except for incidental cooking for the benefit of Tenant's employees. Tenant shall keep the sidewalks, curbs and ramps (if any) immediately adjacent to the Leased Premises (and also all delivery areas, ramps, loading areas and docks used exclusively by Tenant) in good and safe condition and free from snow, ice, and rubbish. The foregoing shall in no way diminish Landlord's obligations with respect to the Common Areas as set forth in Article 8 hereof. Tenant will not make or suffer any waste of the Leased Premises. Landlord shall not be liable for the act of any other tenant or person who may cause damage to or who may interfere with Tenant's use or occupancy of the Leased Premises or Tenant's business.

10.   (A)   Utilities.   Tenant shall provide and pay for its own heat, air conditioning, water, gas, electricity, sewer, sprinklers and other utilities, including application deposits and installation charges for meters and for consumption or use of utilities. Tenant shall pay its share of sewer charges, if any, reasonably determined by Landlord. Tenant shall keep sufficient heat to prevent the pipes from freezing. If Tenant receives utilities through a meter which supplies utilities to other tenants, Tenant will pay to Landlord Tenant's proportionate share (based on relative square feet size of premises) of the total meter charges. If Tenant receives water from Landlord's well or other sources made available by Landlord (instead of from an independent water company), Tenant shall pay for the water, and all costs and expenses for the maintenance, repair, replacement and installation of tanks, electric costs, machinery, apparatus and facilities shall be included in Yearly Common Area Costs. See Article 32 re Utility Deregulation.

(B)   Landlord's Repairs.   Weather permitting and subject to Article 25, Landlord shall, within thirty (30) days after receiving written notice from Tenant, commence to make repairs, if necessary, to the foundation, the roof, the exterior of the perimeter demising walls, and the load-bearing structural columns and beams in the Leased Premises, except that if those repairs or replacements arise from (i) repairs, installations, alterations, or improvements by or for Tenant or anyone claiming under Tenant, or (ii) the fault or misuse of Tenant or anyone claiming under Tenant, or (iii) default under the Lease by Tenant, then Tenant shall make such repairs or replacements or, if Landlord elects, Landlord may perform the work for Tenant's account and Tenant shall reimburse Landlord for expenses incurred. In determining Landlord's repair obligations, the expression "roof does not include rooftop heating or air conditioning units or other structures or apparatus on the roof serving the Leased Premises, and "exterior of walls" does not include the storefront, any glass, windows, window sashes or frames, doors, door frames or hardware, trim or closure devices, or any part of the interior side of perimeter walls, all of which shall be Tenant's duty to repair, maintain, and replace. In any event, Landlord's obligation shall be only to make the repairs for which it is hereby obligated, and Landlord shall not be liable for loss of business, loss of sales, loss of profits or for any consequential damages or for damage to or loss of personal property, fixtures or any interior elements of the Leased Premises which are Tenant's responsibility to maintain or repair.

If Landlord fails to make any repairs to the Leased Premises required by Landlord pursuant to Article 10(B) herein, after thirty (30) days written notice from Tenant to Landlord of the necessity for same (except in the case of an emergency, in which case as soon as reasonably practical after Landlord receives written notice from Tenant), and the failure has a material detrimental impact on Tenant's ability to conduct its business. Tenant may make the repairs on Landlord's behalf and upon delivery to Landlord of a paid bill by Tenant for any repairs permitted to be made by it pursuant to this Article. Landlord shall reimburse Tenant for the reasonable expenses incurred by Tenant for the repair. However, if Landlord commences to make such repairs within the thirty (30) day period or if Landlord's failure to make such repairs is addressed by the Force Majure provision of Article 25 of this Lease, Tenant shall not have the right to make such repairs on Landlord's behalf. Nothing contained herein shall be construed to allow Tenant to take an offset against the Rent and other charges due under this Lease; and, nothing contained herein shall be binding upon any mortgagee in possession or purchaser of such mortgagee's rights.

(C)   Tenant's Repairs.   Subject to Article 10(B), Tenant shall maintain and make all repairs and alterations of every kind with respect to the Leased Premises (including necessary replacements) to keep it in good condition (including the storefront, glass, signs, ceilings, interior walls, interior side of perimeter walls, floor, floor coverings, plumbing, electric, heating and air conditioning, sprinklers and lighting fixtures), and do all required by any laws, ordinances or requirements of public authorities. From the point they serve the Leased Premises exclusively, whether located inside or outside, Tenant shall make all repairs, replacements and alterations necessary to maintain in good condition all lines, apparatus, and equipment relating to utilities (including heating, air conditioning, water, gas, electricity and sewerage). Tenant shall maintain a service contract for the regular seasonal maintenance of the heating, ventilating and air conditioning ("HVAC") system servicing the Leased Premises with a reputable HVAC contractor at all times during the Lease. Additionally, if any air conditioning or heating equipment (or other utility equipment) is damaged by vandalism, fire, lightning or other casualty, Tenant shall repair (and if necessary, replace) the equipment, notwithstanding Article 13. Tenant's sole right of recovery shall be against Tenant's insurers for loss or damage to stock, furniture and fixtures, equipment, improvements and betterments.

(D)   Signs; Painting; Displays.   No sign, other, advertising or any other thing may be placed by Tenant or anyone claiming under Tenant on the exterior of the Leased Premises or on the interior part of either windows or doors without Landlord's prior written approval, which shall not be unreasonably withheld. Tenant shall not utilize flashing, painted, neon or moving signs or lights. Tenant shall not paint, decorate or mark any part of the exterior. Tenant shall install an exterior lighted sign or signs in compliance with Landlord's

specifications and keep the sign(s) (which must first be approved by Landlord in writing) lit to at least 10:00 P.M. or to such later hour as requested by Landlord, on all days of the year.

(E)   Alterations.   No alterations, installations, additions 9r improvements will be made to the Leased Premises by Tenant without Landlord's prior written approval. All installations, alterations, additions and improvements, whether by Landlord, Tenant or any other person (except only sign panels and movable trade fixtures installed at Tenant's cost) shall become, when made, a part of Landlord's real estate, and on termination of the Lease Term shall be surrendered with the Leased Premises in good condition. Tenant shall not have the right to remove sign boxes. Tenant shall defend, indemnify and save Landlord harmless from and against all claims for injury, loss or damage to person or property caused by or resulting from doing any work. For any work that involves penetration of the roof surface or alterations to the sprinkler system, Tenant shall employ Landlord's contractor. The maintenance of any portion of the roof affected by Tenant's work will be Tenant's responsibility, including repair of areas of the Shopping Center that might be affected due to water penetration through Tenant's roof work.

(F)   Permits; Liens.   All repairs, installations, alterations, improvements and removals by Tenant will be done in a good and workmanlike manner, only after Tenant has procured all permits. Tenant shall comply with all laws, ordinances and regulations of public authorities and with all Landlord's and Tenant's insurance requirements and with insurance inspection or rating bureaus; and the work shall not adversely affect the structure of the building. Tenant shall pay promptly when due all charges for labor and materials in connection with any work done by or for Tenant or anyone claiming under Tenant, Tenant shall remove, by payment, bonding or otherwise, within ten (10) days after notice, all liens placed on the public record or in any way against Landlord's interest or the Shopping Center resulting from any act of Tenant or from labor or materials being alleged to have been supplied at the request of Tenant or anyone claiming under Tenant, failing which Landlord may remove such lien and collect all expenses incurred from Tenant as additional Rent. Tenant shall protect, defend, save harmless and indemnify Landlord and any fee owner of the Shopping Center from and against all losses, claims, liabilities, injuries, expenses (including legal fees), lawsuits and damages arising out of any lien described above.

(A)   Tenant shall protect, defend, save harmless and indemnify Landlord and any fee owner of the Shopping Center from and against all losses, claims, liabilities, injuries, expenses (including legal fees), lawsuits and damages of whatever nature either (i) claimed to have been caused by or resulted from any act, omission or negligence of Tenant or its subtenants, concessionaires, employees, contractors and invitees no matter where occurring, or (ii) occurring in the Leased Premises except if caused by Landlord's negligence. Landlord shall not be liable under any circumstances for any injury or any loss or damage to or interference with any merchandise, equipment, fixtures, furniture, furnishings or other personal property or the business operations of Tenant or anyone in the Leased Premises occasioned by (i) the act or omission of persons occupying other premises, or (ii) any defect, latent or otherwise, in any building or the equipment, machinery, utilities, or apparatus, or