{"id":41833,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/8205-s-cass-avenue-darien-il-lease-quotesmith-corp-and.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"8205-s-cass-avenue-darien-il-lease-quotesmith-corp-and","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/land\/8205-s-cass-avenue-darien-il-lease-quotesmith-corp-and.html","title":{"rendered":"8205 S. Cass Avenue (Darien, IL) Lease &#8211; Quotesmith Corp. and LaSalle National Trust NA"},"content":{"rendered":"<pre>\n                                                            ALTER SERVICE CENTER\n                                                            LEASE FORM\n                                                            NON-JANITORIAL\n\n                                   L E A S E\n                                   ---------\n\n     THIS LEASE MADE and entered into this 30th day of August, 1994, by and\nbetween Quotesmith Corporation (TENANT) and LASALLE NATIONAL TRUST N.A. As\nSuccessor Trustee to LaSalle National Bank, not personally but as Trustee under\nTrust Agreement dated the 11th day of March, 1988, and known as Trust Number\n113096 (LANDLORD).\n\n                              W I T N E S S E T H:\n                              --------------------\n\n                                     Demise\n                                     ------\n\n     LANDLORD does hereby lease to TENANT and TENANT hereby lets from LANDLORD\nthose certain premises (the \"PREMISES\"), a designated on the plan attached\nhereto as Appendix \"A\" and made a part hereof, which PREMISES comprise\napproximately 2,560 square feet and are situated in that certain building (the\n\"BUILDING\") located at 8205 S. Cass Avenue, Suite 102 in Darien, Illinois. The\nBUILDING and the real estate on which it is located are hereinafter referred to\nas the \"Property\".\n\n     Such letting and hiring is upon and subject to the terms, covenants and\nconditions herein set forth and TENANT and LANDLORD covenant as a material part\nof the consideration for this Lease to keep and perform each and all of said\nterms, covenants and conditions by them to be kept and performed and that this\nLease is made upon the condition of such performance.\n\n                                       1.\n\n                                    Purpose\n                                    -------\n\n     The PREMISES are to be used for office purposes and for no other purpose\nwithout the prior written consent of the LANDLORD.\n\n                                       2.\n\n                                      Term\n                                      ----\n\n     The term of this Lease shall be for a period of three years and one month\nbeginning August 1, 1994, and ending August 31, 1997 except as otherwise\nexpressly provided in this Lease. Rent to commence September 1, 1994.\n\n                                       3.\n\n                                   Possession\n                                   ----------\n\n     If LANDLORD, for any reason whatsoever, cannot deliver possession of the\nPREMISES to the TENANT on the date of the commencement of the Term, this Lease\nshall not be void or voidable, nor shall the LANDLORD be liable to TENANT for\nany loss or damage resulting therefrom. Under the circumstances, the rent\nprovided for herein shall not commence until possession of the PREMISES is made\navailable to TENANT and no such failure to give possession on the date of\ncommencement of the Term shall affect the validity of this Lease or the\nobligations of the TENANT hereunder, nor shall the same be construed to extend\nthe Term.\n\n     The PREMISES shall be deemed to be ready for TENANT'S occupancy if only\nminor or insubstantial details of construction, decoration or mechanical\nadjustments remain to be done in the PREMISES or any part thereof, or if the\ndelay in the availability of the PREMISES or any part thereof for occupancy\nshall be due to special work, changes, alterations, or additions required or\nmade by TENANT in the layout or finishing of the PREMISES. Whether or not the\nPREMISES are ready for occupancy shall be determined by the issuance of a\ntemporary or permanent certificate of occupancy from the Village of Lombard. It\nis further understood that within 48 hours of initial occupancy, the parties\nshall jointly inspect\n\n                                       1\n   2\nthe PREMISES and prepare a \"punch list\" of incomplete items to be completed by\nLANDLORD within a reasonable time after occupancy. TENANT agrees to provide a\nsupplemental \"punch list\" within thirty (30) days after occupancy encompassing\nall items not then completed except for latent defects.\n\n                                       4.\n\n                       Definitions As Used In This Lease\n\n     A.   The term \"BASE YEAR\" means the calendar year in which the term of\nthis Lease commences.\n\n     B.   The term \"COMMENCEMENT DATE\" is the date of the beginning of the Lease\nas defined in Section Two (2) of this Lease.\n\n     C.   The term \"COMPARISON YEAR\" means each calendar year during the Term\nsubsequent to the Base Year.\n\n     D.   The term \"TENANT'S PROPORTIONATE SHARE\" shall mean 4.35% being the\nratio which the rentable office area of the PREMISES bears to the entire\nrentable office area in the Building.\n\n     E.   The Term \"TAXES\" means any and all taxes of every kind and nature\nwhatsoever which LANDLORD shall pay or become obligated to pay during a\ncalendar year (regardless of whether such taxes were assessed or became a lien\nduring, prior or subsequent to the calendar year of payment) because of or in\nconnection with the ownership, leasing and operation of the Property including\nwithout limitation, real estate taxes, personal property taxes, sewer rents,\nwater rents, special assessments, transit taxes, legal fees and court costs\ncharged for the protest or reduction of property taxes and\/or assessments in\nconnection with the PREMISES including the Building, any tax or excise on rent\nor any other tax (however described) on account of rental received for use and\noccupancy of any or all of the Building and\/or the PREMISES, whether any such\ntaxes are imposed by the United States, the State of Illinois, the County of\nDuPage, or any local governmental municipality, authority or agency or any\npolitical subdivision of any thereof. TAXES shall not include any net income,\ncapital stock, estate or inheritance taxes; provided, however, if at any time\nduring the term hereof a tax or excise on rents or income or other tax however\ndescribed (herein called \"Rent Tax\") is levied or assessed by the United States\nor the State of Illinois or any political subdivision thereof on account of the\nrents hereunder or the interest of LANDLORD under this Lease, and if such Rent\nTax is in lieu of or as a substitute for, in whole or in part, real estate\ntaxes or other ad valorem taxes such Rent Tax shall constitute TAXES.\n\n     F.   The term \"OPERATING COSTS\" means any and all expenses, costs and\ndisbursements (other than taxes as defined in Section 4(E) of every kind and\nnature whatsoever incurred by LANDLORD in connection with the management,\nmaintenance, operation and repair of the Property (including, without\nlimitation, interior and\/or exterior Energy Costs, easement maintenance\nexpenses, including assessments applicable to the Property established by any\nDeclaration as hereinafter defined, any and all common area expenses in the\ndevelopment in which the Property is located, including but not limited to\nlandscaping and other maintenance of properties which benefit the Property,\nproperty management fees, insurance costs and routine repairs, maintenance and\ninterior and\/or exterior decorating, wage and salaries, legal and accounting,\nwhich LANDLORD shall be or become obligated to pay in respect of a calendar\nyear regardless of when such OPERATING COSTS were incurred), except the\nfollowing: (i) costs of capital improvements and cost of curing construction\ndefects, if any; (ii) depreciation (except on any capital improvements made or\ninstalled after the Base Year for the purpose of saving labor or otherwise\nreducing applicable OPERATING COSTS); (iii) interest and principal payments on\nmortgages, if any; (iv) real estate brokers' leasing commissions or\ncompensation; (vi) any cost or expenditure (or portion thereof) for which\nLANDLORD is reimbursed, whether by insurance proceeds or otherwise. In the\nevent during all or any portion of any calendar year the Building is not fully\nrented and occupied, LANDLORD may elect to make an appropriate adjustment of \n\n\n                                       2\n\n\n   3\nTENANT'S PROPORTIONATE SHARE of OPERATING COSTS for such year, employing sound\naccounting and management principles, to determine the OPERATING COSTS that\nwould have been paid or incurred by LANDLORD had the Building been fully rented\nand occupied and the amount so determined. For purposes of this subparagraph\n\"the development in which the Property is located\" shall be deemed to refer to\nany subdivision or group of subdivisions containing common areas and\/or\nutilities and\/or services benefiting the Property, including any and all\nProperty encompassed by any declaration of easements, and\/or protective\ncovenants (\"Declaration\") effecting the Property.\n\n     G.   \"Energy Costs\":  means the cost to LANDLORD for all electric power\nand other utilities furnished by LANDLORD for heating, air conditioning,\ncooling, ventilating and lighting all of the Building, including the PREMISES,\nnot separately metered to and paid for by a specific tenant.\n\n                                       5.\n                                   \n                                   Base Rent\n\n     Except as otherwise provided herein, beginning September 1, 1994, TENANT\nshall pay as initial Base Rent to LANDLORD the sum of Twenty-One Thousand Five\nHundred Ninety and 00\/100 ($21,590.00) DOLLARS per annum in equal monthly\npayments of One Thousand Seven Hundred Ninety-Nine and 17\/100 ($1,799.17)\nDOLLARS in advance on the first day of the first full calendar month and on the\nfirst day of each calendar month thereafter during the Term and at the same\nrate for fractions of a month if the Term shall begin on any day except the\nfirst day or shall end on any day except the last day of a calendar month.\n\n     Any rent (whether Base Rent or additional rent) or other amount due from\nTENANT to LANDLORD under this Lease not paid when due shall bear interest from\nthe date due until the date paid at the annual rate of TWO (2%) PERCENT above\nthe prime rate charged by the FIRST NATIONAL BANK OF CHICAGO (also called the\nCorporate Base Rate by said Bank) on ninety (90) day commercial loans to its\nlargest customers from time to time during such period but the payment of such\ninterest shall not excuse or cure any default by TENANT under this Lease. The\ncovenants herein to pay rent (both Base Rent and additional rent) shall be\nindependent of any other covenant set forth in this Lease.\n\n     Base Rental and all of the rent provided herein shall be paid without\ndeduction or off-set in lawful money of the United States of America to Alter\nAsset Management, Inc., 1980 Springer Drive, Lombard, IL 60148 (\"the Management\nAgent\") or as designated from time to time by written notice from LANDLORD. The\nManagement Agent has full and complete authority to act on behalf of LANDLORD\nin connection with all dealings with TENANT, provided however, that the\nManagement Agent shall not have the power to amend or modify the terms of the\nwithin Lease.\n\n                                       6.\n\n                          Base Rent Adjustment Formula\n\n     Base Rent shall be subject to adjustment as hereinafter set forth in this\nSection 6 and in Section 7.\n\n                                     Taxes\n\n     A.   If TAXES (as hereinbefore defined) for the Land and Building during\nany calendar year during the Term of this Lease shall be in excess of\nEighty-Three Thousand Nine Hundred Seventeen and 00\/100 ($83,917.00) DOLLARS,\nTENANT shall pay to LANDLORD, as additional rent for that year, an amount equal\nto the TENANT'S PROPORTIONATE SHARE of said excess. TENANT'S PROPORTIONATE SHARE\nof such excess shall be paid as of the COMMENCEMENT DATE of the Term for the\nfirst month hereof, and as of the expiration date of the Term for the last year\nhereof.\n\n                                       3\n                                                                      \n   4\n                                Operating Costs\n\n          B.   If the \"Operating Costs\" paid or incurred by LANDLORD during any\ncalendar year shall be in excess of Sixty-Seven Thousand Three Hundred\nForty-Eight and 69\/100 ($67,348.69) DOLLARS, TENANT shall pay to LANDLORD as\nadditional rent for that year, an amount equal to the TENANT'S PROPORTIONATE\nSHARE of said excess. TENANT'S PROPORTIONATE SHARE of such excess shall be paid\nas of the COMMENCEMENT DATE of the Term for the first month hereof, and as of\nthe expiration date of the Term for the last year hereof. Such excess OPERATING\nCOSTS shall be prorated by TENANT as of the COMMENCEMENT DATE of the Term for\nthe first month hereof, and as of the expiration date of the Term for the last\nyear hereof.\n\n                                       7.\n\n                          Base Rent Adjustment Payment\n\n          On or before the first day of June of each calendar year after the\nBase Year, LANDLORD shall endeavor to furnish to TENANT a written statement\nshowing in reasonable detail OPERATING COSTS, TAXES and the CPI Index for the\nBase Year and for the Comparison Year preceding the year in which such\nstatement is furnished and showing the amount, if any, of rental adjustment due\nfrom TENANT for such Comparison year.\n\n          On the monthly rental payment date (the \"adjustment date\") next\nfollowing TENANT'S receipt of each such annual statement, TENANT shall pay to\nLANDLORD as additional rent an amount equal to the sum of (a) the \"net rental\nadjustment\" for the entire preceding calendar year (being the aggregate rental\nadjustment shown on each such annual statement less the amount, if any, by\nwhich (i) the total rent paid by TENANT during the preceding calendar year\n(including all adjustment to monthly rental as herein provided), exceeded (ii)\nthe Base Rent and (b) one-twelfth (1\/12th) of such \"net rental adjustment\" for\nthe present calendar year multiplied by the number of monthly rental payment\ndates (including the adjustment date) having elapsed for such present calendar\nyear. Subsequent monthly rental payments shall thereafter be increased by\none-twelfth (1\/12th) of such \"net rental adjustment\".\n\n          In the event that any such settlement required above indicates that\nthe total rent paid by TENANT during the preceding calendar year exceeds the\naggregate rental payable by TENANT for such calendar year pursuant to Section 6\nand Section 7, LANDLORD shall apply such excess on any amounts of additional\nrent next falling due under this Lease as long as TENANT is not then in default\nof any of the terms and provisions of this Lease.\n\n          The annual determination and statement of TAXES and OPERATING COSTS\nshall be prepared in accordance with generally acceptable accounting principles.\nIn the event of any dispute as to any additional rental due hereunder, TENANT\nshall have the right to inspect LANDLORD'S accounting records relative to TAXES\nand OPERATING COSTS at LANDLORD'S accounting office during normal business hours\nat any time within fifteen (15) days following the furnishing by LANDLORD to\nTENANT of such statement.\n\n          In no event shall any rent adjustment result in a decrease of the Base\nRent as set forth in Section 5 hereof.\n\n          In the event of the termination of this Lease by expiration of the\nstated term or for any other cause or reason whatsoever prior to the\ndetermination of rental adjustment as hereinabove set forth, TENANT'S agreement\nto pay additional rental up to the time of termination shall survive the\nexpiration or termination of the Lease.\n\n          If the lease year of the term of this Lease ends on any day other\nthan the last day of December, any payment due to TENANT by reason of decrease\nin OPERATING COSTS or any payment due to LANDLORD by reason of any increase in\nOPERATING COSTS shall be prorated on the basis of which the number of days in\nsuch partial year bears to three hundred sixty-five (365).\n\n                                       4\n\n\n   5\n                                       8.\n\n                                  Holding Over\n\n     Should TENANT hold over after the termination of this Lease, by lapse of\ntime or otherwise, TENANT shall become a tenant from month to month only upon\neach and all of the terms herein provided as may be applicable to such month to\nmonth tenancy and any such holding over shall not constitute an extension of\nthis Lease; provided, however, during such holding over, TENANT shall pay Base\nRent (as adjusted pursuant to Sections 6 and 7, all as estimated by LANDLORD) at\n200% of the rate payable for the month immediately preceding said holding over\nand in addition, TENANT shall pay LANDLORD all damages, consequential as well as\ndirect, sustained by reason of TENANT's holding over. Alternatively, at the\nelection of LANDLORD expressed in a written notice to the TENANT and not\notherwise, such retention of possession shall constitute a renewal of this Lease\nfor one (1) year at double the rent paid in the last year hereof. The provisions\nof this paragraph do not exclude the LANDLORD'S rights of re-entry or any other\nright hereunder.\n\n                                       9.\n\n                                Building Service\n\n     (a) LANDLORD shall maintain and keep lighted the exterior common areas of\nthe Building. LANDLORD shall not be liable for, and TENANT shall not be entitled\nto, any abatement or reduction of rental by reason of LANDLORD'S failure to\nfurnish any of the foregoing, nor shall such failure constitute an eviction, if\nsuch failure is caused by accident, breakage, repairs, energy shortages or\nrestriction, strikes, lockouts, or other labor disturbances or labor disputes of\nany character, riots, civil disturbance or by any other cause, similar or\ndissimilar, beyond the reasonable control of LANDLORD, LANDLORD shall not be\nliable under any circumstances for loss of or injury to property, however\noccurring, through or in connection with or incidental to failure to furnish any\nof the foregoing.\n\n     Wherever heat generating machines or equipment, including telephone\nequipment, are used in the PREMISES which affect the temperature otherwise\nmaintained by the air conditioning system, LANDLORD reserves the right to\ninstall supplementary air conditioning units or heating units in the PREMISES\nand the cost thereof, including the cost of installation, and the cost of\noperation and maintenance thereof shall be paid by TENANT to LANDLORD upon\ndemand by LANDLORD.\n\n     (b)  Neither LANDLORD nor LANDLORD'S beneficiaries, nor any company, firm\nor individual, operating, maintaining, managing or supervising the plant or\nfacilities furnishing the services included in LANDLORD'S energy costs nor any\nof their respective agents, or employees, shall be liable to TENANT, or any of\nTENANT'S employees, agents, customers or invitees or anyone claiming through or\nunder TENANT, for any damages, injuries, losses, expenses, claims or causes of\naction, because of any interruption or discontinuance at any time for any reason\nin the furnishing of any of such services, or any other service to be furnished\nby LANDLORD as set forth herein; nor shall any such interruption or\ndiscontinuance relieve TENANT from full performance of TENANT'S obligations\nunder this lease.\n\n     (c)  Electricity shall not be furnished by LANDLORD, but shall be furnished\nby the approved electric utility company serving the area. LANDLORD shall permit\nthe TENANT to receive such service direct from such public utility company at\nTENANT'S cost, and shall permit LANDLORD'S wire and conduits, to the extent\navailable, suitable and safely capable, to be used for such purposes. TENANT\nshall make all necessary arrangements with the local utility company for\nmetering and paying for electric current furnished by it to TENANT and TENANT\nshall pay for all charges for electric current consumed on the PREMISES during\nTENANT'S occupancy thereof. The electricity used during the making of\nalterations or repairs in the PREMISES, and for the operation of the PREMISES\nair conditioning system at times other than as provided herein; or the operation\nof any special air conditioning systems which may be required for data\nprocessing equipment or for other special equipment or machinery\n\n\n                                       5\n   6\ninstalled by TENANT, shall be paid for by TENANT. TENANT shall make no\nalterations or additions to the electric equipment and\/or appliances without\nthe prior written consent of the LANDLORD in each instance, which consent shall\nnot be unreasonably withheld. TENANT also agrees to purchase from the LANDLORD\nor its agent all lamps, bulbs after the initial installation thereof, ballasts\nand starters used in the PREMISES provided however that the availability\nquality and cost of any such items shall be comparable to that available to\nTENANT from other suppliers. TENANT covenants and agrees that at all times its\nuse of electric current shall never exceed the capacity of the feeders to the\nBuilding or the risers or wiring installed thereon. TENANT will not, without\nthe written consent of LANDLORD, use any apparatus or device in the PREMISES to\nconnect to electric current (except through existing electrical outlets in the\nPREMISES) or water pipes, for the purpose of using electric current or water.\nIf TENANT shall require water or electric current in excess of that which is\nrespectively obtainable from existing water pipes or electrical outlets and\nnormal for use of the PREMISES as general office space, TENANT shall first\nprocure the consent of LANDLORD, which LANDLORD may not unreasonably refuse. If\nLANDLORD consents to such excess water or electric requirements, TENANT shall\npay all costs including but not limited to meter service and installation of\nfacilities necessary to furnishing such excess capacity.\n\n                                      10.\n\n\n                           Condition of the Premises\n\n     Subject to \"punch lists\" referred to in section 3 hereof, by taking\npossession of the PREMISES, TENANT shall be deemed to have agreed that the\nPREMISES were as of the date of taking possession, in good order, repair and\ncondition. No promises of the LANDLORD to alter, remodel, decorate, clean or\nimprove the PREMISES or the Building and no representation or warranty\nexpressed or implied, respecting the condition of the PREMISES or the Building\nhas been made by the LANDLORD to TENANT, unless the same is contained herein or\nmade a part hereof.\n\n     TENANT shall, at its own expense, keep the PREMISES in good repair and\ntenantable condition and shall promptly and adequately repair all damages to\nthe PREMISES caused by TENANT or any of its employees, agents or invitees under\nthe supervision and with the approval of LANDLORD and within a reasonable period\nof time as specified by LANDLORD, loss by ordinary wear and tear, fire and\nother casualty excepted. If TENANT does not do so promptly and adequately,\nLANDLORD may, but need not, make such repairs and TENANT shall pay LANDLORD\nimmediately upon request by LANDLORD.\n\n                                      11.\n\n\n                                Uses Prohibited\n\n     TENANT shall not use, or permit the PREMISES or any part thereof to be\nused, for any purpose or purposes other than as specified in Section 1 of this\nLease. No use shall be made or permitted to be made of the PREMISES, nor acts\ndone, which will increase the existing rate of insurance upon the Building, or\ncause a cancellation of any insurance policy covering the Building, or any part\nthereof, nor shall TENANT sell, or permit to be kept, used or sold, in or about\nthe PREMISES, any article which may be prohibited by LANDLORD'S insurance\npolicies. TENANT shall not commit or suffer to be committed, any waste upon the\nPREMISES, or any public or private nuisance or other act or thing which may\ndisturb the quiet enjoyment of any other tenant in the Building, nor, without\nlimiting the generality of the foregoing, shall TENANT allow the PREMISES to be\nused for any improper, immoral, unlawful or objectionable purpose. TENANT agrees\nat all times to cause the PREMISES to be operated in compliance with all\nfederal, state, local or municipal environmental protection agency health and\nsafety laws, statutes, ordinances, and rules and regulations, so that no\nclean-up claim or other obligation or responsibility arises from a violation of\nany of the foregoing, and TENANT further agrees to promptly cure any such\nviolation at its own expense, and shall furthermore defend and indemnify\nLANDLORD, beneficiaries, mortgagees, and officers, agents, and employees thereof\nrespectively, for any and all liability, loss, costs (including \n   7\nattorneys' fees and expenses), damages, responsibilities or obligations\nincurred as a result of any violation of any of the foregoing. TENANT shall\nupon request of LANDLORD certify in writing that it is in compliance with\napplicable local, state and federal environmental rules, regulations, statutes\nand laws for the preceding year. At the request of the LANDLORD, TENANT shall\nsubmit to the LANDLORD, or shall make available for inspection and copying upon\nreasonable notice and at reasonable times, any or all of the documents and\nmaterials prepared by or for TENANT pursuant to any environmental law or\nregulation or submitted to any governmental regulatory agency in conjunction\ntherewith. LANDLORD shall have reasonable access to the PREMISES to inspect\nthe same to confirm that the TENANT is using the PREMISES in accordance with\nlocal, state and federal environmental rules, regulations, statutes and laws.\nTENANT shall, at the request of the LANDLORD and at the TENANT's expense,\nconduct such testing and analysis as is necessary to ascertain whether the\nTENANT is using the PREMISES in compliance with all local, state and federal\nenvironmental rules, regulations, statutes and laws, provided however, LANDLORD\nshall not request that TENANT conduct such tests unless LANDLORD has a\nreasonable suspicion that TENANT may be in violation of the foregoing rules,\nregulations, statutes, or laws. Said tests shall be conducted by qualified\nindependent experts chosen by the TENANT and subject to LANDLORD's reasonable\napproval. Copies of reports of any such tests shall be provided to the\nLANDLORD. The provisions within this paragraph shall survive termination of\nthis Lease and shall be binding upon and shall inure to the benefit of the\nparties hereto, their respective successors and assigns, and mortgages thereof.\n\n                                      12.\n\n                              Compliance With Law\n\n     TENANT shall not use the PREMISES or permit anything to be done in or\nabout the PREMISES which in any way conflict with any law, statute, ordinance\nor governmental rule or regulation now in force or which may hereafter be\nenacted or promulgated. TENANT shall, at its sole cost and expense, promptly\ncomply with all laws, statutes, ordinances and governmental rules, regulations\nor requirements now in force or which may hereafter be in force and with the\nrequirements of any board of fire underwriters or other similar body now or\nhereafter constituted relating to or affecting the condition, use or occupancy\nof the PREMISES, excluding structural changes not related to or affected by\nTENANT's improvements or acts. The judgment of any court of competent\njurisdiction or the admission of TENANT in an action against TENANT law,\nstatute, ordinance or governmental rule, regulation or requirement shall be\nconclusive of that fact as between LANDLORD and TENANT.\n\n                                      13.\n\n                            Alterations and Repairs\n\n     TENANT shall keep the PREMISES in good condition and repair ordinary wear\nand tear and loss by fire and other casualty excepted, and shall not do any\npainting or decorating, or erect any partitions, make any alterations in or\nadditions, changes or repairs to the PREMISES without the LANDLORD's prior\nwritten approval in each and every instance, such consent not to be\nunreasonably withheld. Unless otherwise agreed by LANDLORD and TENANT in\nwriting, all such work shall be performed either by or under the direction of\nLANDLORD, but at the cost of TENANT. During the term of this Lease, no work\nshall be performed by or under the direction of TENANT without the express\nwritten consent of LANDLORD. Unless otherwise provided by written agreement,\nall alterations, improvements, and changes shall remain upon and be surrendered\nwith the PREMISES, excepting however that at LANDLORD's option, TENANT shall,\nat its expense, when surrendering the PREMISES, remove from the PREMISES and\nthe Building all such alterations, improvements, and changes and further\nprovided that TENANT may remove any trade fixtures provided the PREMISES are\nrestored to a condition reasonably satisfactory to LANDLORD. If TENANT does not\nremove said additions, decorations, fixtures, hardware, non-trade fixtures and\nimprovements after request to do so by LANDLORD, LANDLORD may remove the same\nand TENANT shall pay the cost of such removal to LANDLORD upon demand. TENANT\nhereby agrees to hold LANDLORD\n\n                                       7\n   8\nand LANDLORD'S beneficiaries, their agents and employees harmless from any and\nall liabilities of every kind and description which may arise out of or be\nconnected in any way with said alterations or additions. Any mechanic's lien\nfiled against PREMISES, or the Building or the Property, for work claimed to\nhave been furnished to TENANT shall be discharged of record by TENANT within ten\n(10) days thereafter, at TENANT'S expense, provided however TENANT shall have\nthe right to contest any such lien on the posting of reasonably sufficient\nsecurity.\n\n     TENANT shall, at the termination of this Lease, surrender the PREMISES to\nLANDLORD in as good condition and repair as reasonable and proper use thereof\nwill permit, loss by ordinary wear and tear, fire or other casualty excepted.\n\n                                      14.\n\n                                  Abandonment\n\n     During the term, if TENANT shall abandon, vacate or surrender (whether at\nthe end of the stated term or otherwise) the PREMISES, or be dispossessed by\nprocess of law, or otherwise, any personal property belonging to TENANT and left\non the PREMISES shall be deemed abandoned, at the option of the LANDLORD.\n\n                                      15.\n\n                           Assignment and Subletting\n\n     TENANT shall not assign this Lease, or any interest therein and shall not\nsublet the PREMISES or any part thereof, or any right or privilege appurtenant\nthereto, or suffer any other person to occupy or use the PREMISES, or any\nportion thereof, without the written consent of LANDLORD first had and obtained.\n\n     TENANT shall, by notice in writing, advise LANDLORD of its intention from\non and after a stated date (which shall not be less than sixty (60) days after\nthe date of TENANT'S notice) to assign or to sublet any such part of all of the\nPREMISES for the balance or any part of the Term, and, in such event LANDLORD\nshall have the right, to be exercised by giving written notice to TENANT thirty\n(30) days after receipt of TENANT'S notice, to recapture the space described in\nTENANT'S notice and such recapture notice shall, if given, cancel and terminate\nthis Lease with respect to the space therein described as of the date stated in\nTENANT'S notice. TENANT'S said notice shall state the name and address of the\nproposed subtenant and a true and complete copy of the proposed sublease shall\nbe delivered to LANDLORD with said notice. If TENANT'S notice shall cover all of\nthe space hereby demised and if LANDLORD shall give the aforesaid recapture\nnotice with respect thereto, the Term of this Lease shall expire and end on the\ndate stated in TENANT'S notice as fully and completely as if that date had been\nherein definitely fixed for the expiration of the Term. If, however, this Lease\nbe canceled pursuant to the foregoing with respect to less than the entire\nPREMISES, the rental and the escalation percentages herein reserved shall be\nadjusted on the basis of the number of square feet retained by TENANT in\nproportion to the rent and escalation percentages reserved in this Lease, and\nthis Lease as so amended shall continue thereafter in full force and effect. If\nLANDLORD, upon receiving TENANT'S said notice with respect to any such space,\nshall not exercise its right to cancel as aforesaid, LANDLORD will not\nreasonably withhold its consent to TENANT'S assigning or subletting the space\ncovered by its notice, provided; (i) at the time thereof TENANT is not in\ndefault under this Lease; (ii) LANDLORD, in its sole discretion reasonably\nexercised, determines that the reputation, business, proposed use of the\nPREMISES and financial responsibility of the proposed sublessee or occupant, as\nthe case may be, of the PREMISES are satisfactory to LANDLORD; (iii) any\nassignee or subtenant shall expressly assume all the obligations of this Lease\non TENANT'S part to be performed; (iv) such consent if given shall not release\nTENANT of any of its obligations (including, without limitation, its obligation\nto pay rent) under this Lease; (v) TENANT agrees specifically to pay over to\nLANDLORD, as additional rent, all sums received by TENANT under the terms and\nconditions to such assignment or sublease, which are in excess of the amounts\notherwise required to be paid pursuant to the Lease; and (iv) a\n\n\n                                       8\n   9\nconsent to one assignment, subletting occupation or use shall be limited to such\nparticular assignment, sublease or occupation and shall not be deemed to\nconstitute LANDLORD'S consent to an assignment or sublease to or occupation by\nanother person. Any such assignment or subletting without such consent shall be\nvoid and shall, at the option of LANDLORD, constitute a default under this\nLease. TENANT will pay all of LANDLORD'S costs associated with any such\nassignment or subletting including but not limited to reasonable legal fees.\n\n                                      16.\n\n                                     Signs\n\n               TENANT shall not place or affix any exterior or interior signs\nvisible from the outside of the PREMISES.\n\n                                      17.\n\n                     Damage to Property - Injury to Persons\n\n               TENANT, as a material part of the consideration to be rendered to\nLANDLORD under this Lease, to the extent permitted by law, hereby waives all\nclaims except claims caused by or resulting from the non-performance of the\nLANDLORD, willful and wanton conduct or negligence of LANDLORD, its agents,\nservants or employees which TENANT or TENANT'S successor or assigns may have\nagainst LANDLORD, its agents, servants, or employees for loss, theft or damage\nto the property and for injuries to persons in, upon or about the PREMISES or\nthe Building from any cause whatsoever. TENANT will hold LANDLORD, its agents,\nservants, and employees exempt and harmless from and on account of any damage or\ninjury to any person, or to the goods, wares, and merchandise of any person,\narising from the uses of the PREMISES by TENANT or arising from the failure of\nTENANT to keep the PREMISES in good condition as herein provided if\nnon-performance by the LANDLORD or negligence of the LANDLORD, its agents,\nservants or employees does not contribute hereto. Neither LANDLORD nor its\nagents, servants, employees shall be liable to TENANT for any damage by or from\nany act or negligence of any co-tenant or other occupant of the same Building,\nor by any owner or occupant of adjoining or contiguous property, provided\nhowever, that the provisions of this paragraph shall not apply to negligence or\nwillful and wanton misconduct of any such individuals or entities. TENANT agrees\nto pay for all damage to the Building or the PREMISES, as well as all damage to\ntenants or occupants thereof caused by TENANT'S misuse or neglect of the\nPREMISES, its apparatus or appurtenances or caused by any licensee, contractor,\nagent or employees of TENANT. Notwithstanding the foregoing provisions, neither\nLANDLORD nor TENANT shall be liable to one another for any loss, damage or\ninjury caused by its act or neglect to the extent that the other party has\nrecovered the amount of such loss, damage or injury from insurance and the\ninsurance company is bound by this waiver of liability.\n\n               Particularly, but not in limitation of the foregoing paragraph,\nall property belonging to TENANT or any occupant of the PREMISES that is in the\nBuilding or the PREMISES shall be there at the risk to TENANT or other person\nonly, and LANDLORD or its agent, servants, or employees (except in case of\nnon-performance by the LANDLORD or negligence or willful and wanton conduct of\nLANDLORD or its agents, servants, employees) shall not be liable for: damage to\nor theft of or misappropriation of such property; nor for any damage to property\nentrusted to LANDLORD, its agents, servants, or employees, if any; nor for the\nloss or for damage to any property by theft or otherwise, by any means\nwhatsoever, not for any injury or damage to persons or property resulting from\nfire, explosion, falling plaster, steam, gas, electricity, snow, water or rain\nwhich may leak from any part of the Building or from the pipes, appliances or\nplumbing works therein or from the roof, street or subsurface or from any other\nplace or resulting from dampness or any other cause whatsoever; nor for\ninterference with the light or other incorporeal hereditaments, nor for any\nlatent defect in the PREMISES or in the Building. TENANT shall give prompt\nnotice to LANDLORD in case of fire or accidents in the PREMISES or in the\nBuilding or of defects therein or in the fixtures or equipment.\n\n\n                                       9\n   10\nIn case any action or proceeding be brought against LANDLORD by reason of any\nobligation on TENANT'S part to be performed under the term of this Lease, or\narising from any act or negligence of the TENANT, or of its agents or employees,\nTENANT, upon notice from LANDLORD shall defend the same at TENANT'S expense by\ncounsel reasonably satisfactory to LANDLORD.\n\n     TENANT shall maintain in full force and effect during the term of this\nLease (including any period prior to the beginning of the term during which\nTENANT has taken possession and including also any period of extension of the\nTerm in which TENANT obtains possession), in responsible companies approved by\nLANDLORD (i) fire and extended coverage insurance including an endorsement for\nvandalism and malicious mischief) covering all TENANT'S property in, on or about\nthe PREMISES, with full waiver of subrogation rights against LANDLORD in an\namount equal to the full replacement cost of such Property, and (ii) public\nliability insurance insuring TENANT against all claims, demands or action for\ninjury to or death of any one person in an amount of not less than ONE MILLION\n($1,000,000.00) DOLLARS and for injury to or death of more than one person in\nany one accident in an amount not less than TWO MILLION ($2,000,000.00) DOLLARS\nand for damage to property in an amount of not less than ONE HUNDRED THOUSAND\n($100,000.00) DOLLARS or such other amounts as LANDLORD may reasonably require\nand (iii) rental insurance equal to one year's rent insurance shall be delivered\nto all additional parties insured. All liability policies shall cover the entire\ndemised premises.\n\n     All such policies, shall name LANDLORD, any mortgagees of LANDLORD, and all\nother parties designated by LANDLORD as additional parties insured. All\ninsurance policies shall indicate that at least thirty (30) days prior written\nnotice shall be delivered to all additional parties insured by the insurer prior\nto termination of cancellation of such insurance and TENANT shall provide\nCertificates of Insurance, not less than ten (10) days prior to the COMMENCEMENT\nDATE, evidencing the aforesaid coverage to all insured parties. TENANT shall not\nviolate or permit a violation of any of the conditions or terms of any such\ninsurance policies and shall perform and satisfy all reasonable requirements of\nthe insurance company issuing such policies. With respect to any insurance\npolicy procured to comply with any financial assurance requirement imposed by\nany state or federal law or regulation, or to any other casualty, property, or\nenvironmental impairment insurance purchased by TENANT, such policy or policies\nshall name LANDLORD and any mortgagees of LANDLORD as additional parties\ninsured.\n\n                                      18.\n\n                             DAMAGE OR DESTRUCTION\n\n     In the event the PREMISES or the Building are damaged by fire or other\ninsured casualty and the insurance proceeds have been made available therefor by\nthe holder or holders of any mortgages or deeds of trust covering the Building,\nthe damage shall be repaired by and at the expense of LANDLORD to the extent of\nsuch insurance proceeds available therefor, provided such repairs can, in\nLANDLORD'S sole opinion, be made within one hundred twenty (120) days after the\noccurrence of such damage without the payment of overtime or other premiums.\nUntil such repairs are completed, the rent shall be abated in proportion to the\npart of the PREMISES which is unusable by TENANT in the conduct of its business.\nIf repairs cannot, in LANDLORD'S sole opinion be made within one hundred twenty\n(120) days, LANDLORD may at its option make these within a reasonable time and,\nthis Lease shall continue in effect. In the case of repairs, which in LANDLORD'S\nopinion cannot be made within one hundred twenty (120) days, LANDLORD shall\nnotify TENANT within thirty (30) days of the date of occurrence of such damage\nas to whether or not LANDLORD elects to make such repairs and if no such notice\nis given, LANDLORD shall be deemed to have elected to make such repairs. If\nLANDLORD elects not to make such repairs which cannot be made within one hundred\ntwenty (120) days of notice, then either party may, by written notice to the\nother, cancel this Lease as of the date of the occurrence of such damage. Except\nas provided in this Section, there shall be no abatement of rent and no\nliability of LANDLORD by reason of any injury to or interference with TENANT'S\nbusiness or property arising from any such fire or other\n\n\n                                       10\n\n   11\ncasualty or from the making or not making of any repairs, alterations or\nimprovements in or to any portion of the Building or the PREMISES or in or to\nfixtures, appurtenances and equipment therein. TENANT understands that LANDLORD\nwill not carry insurance of any kind on TENANT'S furniture or furnishings or on\nany fixtures or equipment removable by TENANT under the provisions of this\nLease and that LANDLORD shall not be obliged to repair any damage thereto or\nreplace the same. LANDLORD shall not be required to repair any injury or damage\ncaused by fire or other cause, or to make any repairs or replacements to or of\nimprovements installed in the PREMISES by or for TENANT.\n\n                                      19.\n\n                               Entry by Landlord\n\n     LANDLORD and its agents shall have the right to enter the PREMISES at all\nreasonable times for the purpose of examining or inspecting the same, to supply\nany service to be provided by LANDLORD to TENANT hereunder, to show the same to\nprospective purchasers or tenants of the Building, and make such alterations,\nrepairs, improvements, or additions, whether structural or otherwise, to the\nPREMISES or to the Building as LANDLORD may deem necessary or desirable.\nLANDLORD may enter by means of a master key without liability to TENANT except\nfor any failure to exercise due care for TENANT's property and without\naffecting this Lease. LANDLORD shall use reasonable efforts on any such entry\nnot to unreasonably interrupt or interfere with TENANT'S use and occupancy of\nthe PREMISES.\n\n                                      20.\n\n                            Insolvency or Bankruptcy\n\n     If at any time during the term demised or prior thereto there shall be\nfiled by or against TENANT in any court pursuant to any statute, either of the\nUnited States or of any state, a petition in bankruptcy or insolvency or for\nreorganization or for the appointment of a receiver of trustee of all or a\nportion of TENANT'S property, and within thirty (30) days thereof TENANT fails\nto secure a discharge thereof, or if TENANT makes an assignment for the benefit\nof creditors, this Lease, at the option of LANDLORD, exercised within a\nreasonable time after notice of the happening of any one or more of such\nevents, may be cancelled and terminated and in which event neither TENANT nor\nany person claiming through or under TENANT by virtue of any statute or of an\norder of any court shall be entitled to possession or to remain in possession\nof the PREMISES demised but shall forthwith quit and surrender the PREMISES,\nand LANDLORD, in addition to the other rights and remedies LANDLORD has by\nvirtue of any other provision herein or elsewhere in this Lease contained or by\nvirtue of any statute or rule of law, may retain as liquidated damages any\nrent, security deposit or monies received by it from TENANT or others in behalf\nof TENANT. Notwithstanding anything to the contrary herein contained, the event\nof cancellation of this Lease as provided in this paragraph, LANDLORD shall\nupon such termination be entitled to recover damages in an amount equal to the\npresent value of the rent specified under Section Five (5) and other sections\ncovering the base rent adjustments of this Lease for the remainder of the\nstated term herein less the fair market rental value of the PREMISES for the\nstated term.\n\n                                      21.\n\n                                    Default\n\n     If any of the following events of default shall occur, to wit:\n\n     (a) TENANT defaults for more than five (5) days after notice of default\n         after the due date therefor in the payment of rent (whether Base Rent\n         or additional rent) or any other sum required to be paid hereunder, or\n         any part thereof, or\n\n     (b) TENANT defaults in the prompt and full performance of any other (i.e.\n         other than payment of rent or any other sum) covenant, agreement or\n         condition of this Lease and such\n\n                                       11\n   12\n          other default shall continue for a period of twenty (20) days after\n          written notice thereof from LANDLORD to TENANT (unless such other\n          default involves a hazardous condition, in which event it shall be\n          cured forthwith) or\n\n     (c)  The leasehold interest of TENANT be levied upon under execution or be\n          attached by process of law, or if TENANT abandons the PREMISES, or\n\n     (d)  Bankruptcy or insolvency of TENANT, then in any such event, LANDLORD,\n          besides other rights or remedies, it may have, shall have the\n          immediate right of re-entry and may remove all persons and property\n          from the PREMISES; such Property may be removed and stored in any\n          other place in the Building in which the PREMISES are situated, or in\n          any other place, for the account of and at the expense and at the risk\n          of TENANT.\n\n     TENANT hereby waives all claims for damages which may be caused by the\nre-entry of LANDLORD and taking possession of the PREMISES or removing or\nstoring the furniture and property as herein provided, and will save LANDLORD\nharmless from any loss, costs, or damages occasioned LANDLORD thereby, and no\nsuch re-entry shall be considered or construed to be a forcible entry.\n\n     Should LANDLORD elect to re-enter, as herein provided, or should it take\npossession pursuant to legal proceedings or pursuant to any notice provided for\nby law; it may either terminate this Lease or it may from time to time, without\nterminating this Lease, re-let the PREMISES or any part thereof for such terms\nand at such rental or rentals and upon such other terms and conditions as\nLANDLORD in its sole discretion may deem advisable, with the right to make\nalterations and repairs to the PREMISES.\n\n     LANDLORD may elect to apply rentals received by it (i) to the payment of\nany indebtedness, other than rent, due hereunder from TENANT to LANDLORD; (ii)\nto the payment of any cost of such re-letting including but not limited to any\nbrokers's commissions or fees in connection therewith; (iii) to the payment of\nthe cost of any alterations and repairs to the PREMISES: (iv) to the payment of\nrent due and unpaid hereunder; and the residue, if any, shall be held by\nLANDLORD and applied in payment of future rent as the same may become due and\npayable hereunder. Should such rentals received from such re-letting after\napplication by LANDLORD to the payments described in foregoing clauses (i)\nthrough (iv) during any month be less than that agreed to be paid during that\nmonth by TENANT hereunder, then TENANT shall pay such deficiency to LANDLORD.\nSuch deficiency shall be calculated and paid monthly on demand by LANDLORD.\n\n     In lieu of electing to receive and apply rentals as provided in the\nimmediately preceding paragraph, LANDLORD may elect to receive from TENANT as\nand for LANDLORD'S liquidated damages for TENANT'S default, an amount equal to\nthe entire amount of Base Rent provided for in this Lease for the remainder of\nthe Term, which amount shall be forthwith due and payable by TENANT upon its\nbeing advised of such election by LANDLORD.\n\n     No such re-entry or taking possession of the PREMISES by LANDLORD shall be\nconstrued as an election on its part to terminate this Lease unless a written\nnotice of same is given to TENANT or unless the termination thereof be decreed\nby a court of competent jurisdiction. Notwithstanding any such re-letting\nwithout termination, LANDLORD may at any time thereafter elect to terminate this\nLease for such previous breach.\n\n     Nothing herein contained shall limit or prejudice the right of LANDLORD to\nprovide for and obtain as damages by reason of any such termination of this\nLease or of possession an amount equal to the maximum allowed by any statute or\nrule of law in effect at the time when such termination takes place, whether or\nnot such amount be greater, equal to or less than the amounts of damages which\nLANDLORD may elect to receive as set forth above. Notwithstanding anything to\nthe contrary herein contained or any other rights exercised by LANDLORD\nhereunder, upon the \n\n\n\n                                       12\n   13\noccurrence of an event of a monetary or material default by TENANT under the\nterms of this Lease, rent which otherwise would be due or would have been due\nexcept for any abatement provided for in this Lease shall be immediately due\nand payable.\n\n                                      22.\n\n                             Rules and Regulations\n\n          The rules and regulations attached hereto and marked Appendix \"B\", as\nwell as such rules and regulations as may be hereafter adopted by LANDLORD for\nthe safety, care and cleanliness of the PREMISES and the preservation of good\norder thereon, are hereby expressly made a part hereof, and TENANT agrees to\nobey all such rules and regulations. The violation of any such rules and\nregulations by TENANT shall be deemed a default under this Lease by TENANT,\naffording LANDLORD all those remedies set out in Section 21 hereof. LANDLORD\nshall not be responsible to TENANT for the non-performance by any other tenant\nor occupant of the Building or any of said rules and regulations.\n\n                                      23.\n\n                             Non Real Estate Taxes\n\n          During the term hereof, TENANT shall pay prior to delinquency all\ntaxes assessed against and levied upon fixtures, furnishings, equipment and all\nother personal property of TENANT contained in the PREMISES, and TENANT shall\ncause said fixtures, furnishing, equipment and other personal property to be\nassessed and billed separately from the real property of LANDLORD. In the event\nany or all of the TENANT'S fixtures, furnishings, equipment and other personal\nproperty shall be assessed and taxed with the LANDLORD'S real property, the\nTENANT shall pay to LANDLORD its share of such taxes within ten (10) days after\ndelivery to TENANT by LANDLORD of a statement in writing setting forth the\namount of such taxes applicable to the TENANT'S property.\n\n                                      24.\n\n                               Personal Property\n\n          TENANT hereby conveys to the LANDLORD all the personal property\nsituated on the leased PREMISES as security for the payment of all rentals due\nor to become due hereunder. Said Property shall not be removed therefrom\nwithout the consent of the LANDLORD, until all rent due or to become due\nhereunder shall have first been paid and discharged. It is intended by the\nparties hereto that this Lease constitutes a security agreement creating a\nsecurity interest in and to such property, and LANDLORD, upon default of TENANT\nin the payment of rent, shall have all the rights of a secured party as\nprovided in the Illinois Uniform Commercial Code, as from time to time in\neffect.\n\n                                      25.\n\n                                 Eminent Domain\n\n          If the Building, or a substantial part thereof or a substantial part\nof the PREMISES, shall be lawfully taken or condemned or conveyed in lieu\nthereof, (or conveyed under threat of such taking or condemnation), for any\npublic or quasi-public use or purpose, the term of this Lease shall end upon\nand not before the date of the taking of possession by the condemning authority\nand without apportionment of the award. TENANT hereby assigns to LANDLORD\nTENANT'S interest, if any, in such award and specifically agrees that any such\naward shall be the entire property of LANDLORD in which TENANT shall not be\nentitled to share. TENANT further waives any right to challenge the right of\nthe condemning authority to proceed with such taking. Current rent shall be\napportioned as of the date of such termination. If any part of the Building\nother than the PREMISES or not constituting a substantial part of the PREMISES,\nshall be so taken or condemned (or conveyed under threat of such taking or\ncondemnation), or if the grade of any street adjacent to the Building is\nchanged by any competent authority and such taking or change of grade\n\n                                       13\n\n   14\nmakes it necessary or desirable to substantially remodel or restore the\nBuilding, LANDLORD shall have the right to cancel this Lease upon  not less\nthan ninety (90) days notice prior to the date of cancellation designated in\nthe notice. No money or other consideration shall be payable by LANDLORD to\nTENANT for the right of cancellation, and TENANT shall have no right to share\nin any condemnation award or in any judgment for damages or in any proceeds of\nany sale made under any threat of condemnation or taking. TENANT shall have the\nright to separately pursue its own award for relocation expenses in the event\nof such condemnation proceedings.\n\n                                      26.\n\n                                 Subordination\n\n     LANDLORD has heretofore and may hereafter from time to time execute and\ndeliver mortgages or trust deeds in the nature of a mortgage, both referred to\nherein as \"Mortgages\" against the Land and Building, or any interest therein.\nIf requested by the Mortgagee or trustee under any Mortgage, TENANT will either\n(a) subordinate its interest in this Lease to said Mortgages, and to any and\nall advances made thereunder and to the interest thereon, and to all renewals,\nreplacements, modifications and extensions thereof, or (b) make TENANT's\ninterest in this Lease inferior thereto; and TENANT will promptly execute and\ndeliver such agreement or agreements as may be reasonably required by such\nmortgage or trustee under any Mortgage, provided however that any such\nsubordination shall provide that so long as TENANT is not in default hereunder,\nits tenancy shall not be disturbed.\n\n     It is further agreed that (a) if any Mortgage shall be foreclosed (i) the\nliability of the mortgagee or trustee thereunder or purchaser at such\nforeclosure sale or the liability of a subsequent owner designated as LANDLORD\nunder this Lease shall exist only so long as such trustee, mortgagee, purchaser\nor owner is the owner of the Building and such liability shall not continue or\nsurvive after further transfer of ownership; and (ii) upon request of the\nmortgagee or trustee, TENANT will attorn, as TENANT under this Lease, to the\npurchaser at any foreclosure sale under any mortgage, and TENANT will execute\nsuch instruments as may be necessary or appropriate to evidence such\nattornment; and (b) this Lease may not be modified or amended so as to reduce\nthe rent or shorten the term provided hereunder, or so as to adversely affect\nin any other respect to any material extent the rights of the LANDLORD, nor\nshall this Lease be cancelled or surrendered without the prior written consent,\nin each instance of the mortgagee or trustee under any Mortgage. It is\nunderstood that TENANT'S tenancy shall not be disturbed so long as TENANT is\nnot in default under this Lease.\n\n     LANDLORD is hereby irrevocably appointed and authorized as agent and\nattorney-in-fact of TENANT to execute all such subordination instruments in the\nevent TENANT fails to execute said instruments within five (5) days after notice\nfrom LANDLORD demanding the execution thereof. Said notice may be given in the\nmanner hereinafter provided for giving notice.\n\n     TENANT agrees to give any mortgages and\/or trust deed holders, by\nregistered mail, a copy of any notice of default served upon the LANDLORD by\nTENANT provided that prior to such notice TENANT has received notice (by way of\nservice on TENANT of a copy of an assignment of rents and leases, or otherwise)\nof the address of such mortgagees and\/or trust deed holders. TENANT further\nagrees that if LANDLORD shall have failed to cure such default within the time\nprovided for in this Lease, then the mortgagees and\/or trust deed holders shall\nhave an additional thirty (30) days after receipt of notice thereof within\nwhich to cure such default or if such default cannot be cured within that time,\nthen such additional time as may be necessary, if, within such thirty (30)\ndays, any mortgagee and\/or trust deed holder has commenced and is diligently\npursuing the remedies necessary to cure such default (including but not\nlimited to commencement of foreclosure proceedings, if necessary to effect such\ncure). Such period of time shall be extended by any period within which such\nmortgagee and\/or trust deed holder is prevented from commencing or pursuing\nsuch foreclosure proceedings by reason of LANDLORD's bankruptcy. Until the time\nallowed as aforesaid for mortgagee and\/or trust deed\n\n\n                                       14\n\n   15\nholder to cure such defaults has expired without cure, TENANT shall have no\nright to and shall not terminate this Lease on account of default.\n\n     No mortgagee and no person acquiring title to the demised premises by\nreason of foreclosure of any mortgage or by conveyance in lieu of foreclosure\nshall have any obligation or liability to TENANT on account of any security\ndeposit unless such mortgagee or title holder shall receive such security\ndeposit in cash.\n\n                                      27.\n\n                                     Waiver\n                                     ------\n\n     The waiver of LANDLORD of any breach of any term, covenant or condition\nherein contained shall not be deemed to be a waiver of such term, covenant or\ncondition or any subsequent breach of the same or any other term, covenant, or\ncondition herein contained. The acceptance of rent hereunder shall not be\nconstrued to be a waiver of any breach by TENANT of any term, covenant or\ncondition of this Lease. It is understood and agreed that the remedies herein\ngiven to LANDLORD shall be cumulative, and the exercise of any one remedy by\nLANDLORD shall not be to the exclusion of any other remedy. It is also agreed\nthat after the service of notice or the commencement of a suit or judgment for\npossession of the PREMISES, LANDLORD may collect and receive any monies due,\nand the payment of said monies shall not waive or affect said notice, suit or\njudgment.\n\n                                      28.\n\n                              Inability To Perform\n                              --------------------\n\n     This Lease and the obligation of TENANT to pay rent hereunder and perform\nall of the other covenants and agreements hereunder on part of TENANT to be\nperformed shall not be affected, impaired or excused, nor shall LANDLORD at any\ntime be deemed to be in default hereunder because LANDLORD is unable to fulfill\nany of its obligations under this Lease or to supply or is delayed in supplying\nany service expressly or by implication to be supplied or is unable to make, or\nis delayed in making any TENANT improvement, repair, additions, alterations, or\ndecorations or is unable to supply or is delayed in supplying any equipment or\nfixtures if LANDLORD is prevented or delayed from so doing by reason of strike\nor labor troubles or any outside cause whatsoever beyond the reasonable control\nof LANDLORD, including but not limited to riots and civil disturbances or\nenergy shortages or governmental preemption in connection with a national\nemergency or by reason of any rule, order, or regulation of any department or\nsubdivision thereof any government agency or by reason of the conditions of\nsupply and demand which have been or are affected by war or other emergency.\n\n                                      29.\n\n                                  Subrogation\n                                  -----------\n\n     The parties hereto agree to use good faith efforts to have any and all\nfire, extended coverage or any and all material damage insurance which may be\ncarried endorsed with a subrogation clause substantially as follows: \"This\ninsurance shall not be invalidated should the insured waive in writing prior to\na loss any or all right of recovery against any party for loss occurring to the\nproperty described herein\"; and each party hereto waives all claims for\nrecovery from the other party for any loss or damage (whether or not such loss\nor damage is caused by negligence of the other party and notwithstanding any\nprovision or provisions contained in this Lease to the contrary) to any of its\nproperty insured under valid and collectible insurance policies to the extent\nof any recovery collectible under such insurance, subject to the limitation\nthat this waiver shall apply only when it is permitted by the applicable policy\nof insurance.\n\n                                       15\n   16\n                                      30.\n\n                                Sale by Landlord\n\n     In the event of a sale or conveyance by LANDLORD of the Building containing\nthe PREMISES, the same shall operate to release LANDLORD from any future\nliability upon any of the covenants or conditions, expressed or implied, herein\ncontained in favor of TENANT, and in such event TENANT agrees to look solely to\nthe responsibility of the successor in interest of LANDLORD in and to this\nLease. If any security deposit has been made by TENANT hereunder, LANDLORD may\ntransfer such security deposit to such successor in interest of LANDLORD and\nthereupon LANDLORD shall be released from any further obligations hereunder.\nThis Lease shall not be affected by any such sale, and the TENANT agrees to\nattorn to the Purchaser or assignee.\n\n                                      31.\n\n                         Rights of Landlord To Perform\n\n     All covenants and agreements to be performed by TENANT under any of the\nterms of this Lease shall be performed by TENANT at TENANT'S sole cost and\nexpense and without any abatement of rent. If TENANT shall fail to pay any sum\nof money, other than rent, required to be paid it hereunder, or shall fail to\nperform any other act on its part to be performed hereunder, and such failure\nshall continue for ten (10) days after notice thereof by LANDLORD, LANDLORD\nmay, but shall not be obligated so to do, and without waiving or release TENANT\nfrom any obligations of TENANT, make any such payment or perform any such other\nact on TENANT'S part to be made or performed as in this Lease provided. All\nsums so paid by LANDLORD and all necessary incidental costs together with\ninterest thereon at the rate set forth in Section 5 of this Lease computed from\nthe date of such payment by LANDLORD shall be payable to LANDLORD and the\nLANDLORD shall have (in addition to any other right or remedy of LANDLORD) the\nsame rights and remedies in the event of the non-payment thereof by TENANT as\nin the case of default by TENANT in the payment of rent.\n\n                                      32.\n\n                                Attorneys' Fees\n\n     In the event of any litigation or arbitration between TENANT and LANDLORD\nto enforce any provision of this Lease, or any right to either party hereto,\nthe TENANT, if the unsuccessful party of such litigation or arbitration, shall\npay to the LANDLORD all costs and expenses, including reasonable attorneys'\nfees, incurred therein. Moreover, if LANDLORD, without fault is made a party to\nany litigation instituted by or against TENANT, TENANT shall indemnify LANDLORD\nagainst and save it harmless from all costs and expenses, including reasonable\nattorneys' fees incurred by it in connection therewith.\n\n                                      33.\n\n                              Estoppel Certificate\n\n          TENANT shall at any time and from time to time upon not less than ten\n(10) days' prior written notice from LANDLORD execute, acknowledge and deliver\nto LANDLORD a statement in writing certifying that this Lease is unmodified and\nin full force and effect (or if modified, stating the nature of the\nmodification and certifying that this Lease, as so modified, is in full force\nand effect) and the dates to which the rental and other charges are paid and\nacknowledging that there are not, to TENANT'S knowledge, any uncured defaults\non the part of LANDLORD hereunder or specifying such defaults if any are\nclaimed. It is expressly understood and agreed that any such statement may be\nrelied upon by any prospective purchaser or encumbrancer of all or any portion\nof the real property of which the PREMISES are a part. TENANT'S failure to\ndeliver such statement within such time shall be conclusive upon TENANT that\nthis Lease is in full force and effect, without modification \n\n                                       16\n   17\nexcept as may be represented by LANDLORD, that there are no uncured defaults in\nLANDLORD's performance and that not more than two (2) months' rental has been\npaid in advance.\n\n                                      34.\n\n                                  Preparation\n\n     Notwithstanding anything to the contrary herein contained, it is\nunderstood that the PREMISES are being let on an \"as is\" basis with no premise\nto alter, remodel, decorate, clean, or improve the PREMISES or the Building and\nno representation or warranty expressed or implied, respecting the condition of\nthe PREMISES or the Building having been made.\n\n     It is further understood that to the extent that any repairs, replacements\nor corrections are required to be made to the PREMISES and\/or Building of any\nkind whatsoever, to cause same to comply with any applicable law, rule or\nregulation, whether federal, state or local, that the cost thereof shall be\nfully the responsibility of TENANT.\n\n                                      35.\n\n                                     Notice\n\n     Any notice from LANDLORD to TENANT or from TENANT to LANDLORD may be\nserved personally or by mail. If served by mail, notice shall be deemed served\non the second day after mailing by registered or certified mail, addressed to\nTENANT at the PREMISES or to LANDLORD at the place from time to time\nestablished for the payment of rent and a copy thereof shall until further\nnotice, be served personally or by registered or certified mail to LASALLE\nNATIONAL BANK, Trustee under Trust Number 113096, c\/o LaSalle National Bank,\n135 South LaSalle Street, Chicago, Illinois. In the event of a release or\nthreatened release of pollutants or contaminants to the environment resulting\nfrom TENANT's activities at the site or in the event any claim, demand, action\nor notice is made against the TENANT regarding TENANT's failure or alleged\nfailure to comply with any local, state and federal environmental rules,\nregulations, statutes and laws, the TENANT shall immediately notify the\nLANDLORD in writing and shall give to LANDLORD copies of any written claims,\ndemands or actions, or notices so made.\n\n                                      36.\n\n                                    Deposit\n\n     TENANT will deposit with LANDLORD the sum of One Thousand Seven Hundred\nNinety-Nine and 17\/100 ($1,799.17) DOLLARS as security for the full and\nfaithful performance of every provision of this Lease to be performed by\nTENANT. If TENANT defaults with respect to any provision of this Lease,\nincluding but not limited to the provisions relating to the payment of rent,\nLANDLORD may use, apply or retain all or any part of this security deposit for\nthe payment of any rent and any other sum in default, or for the payment of\nany other amount which LANDLORD may spend or become obligated to spend by\nreason of TENANT's default or to compensate LANDLORD for any other loss or\ndamage which LANDLORD may suffer by reason of TENANT's default. If any portion\nof said deposit is to be used or applied, TENANT shall within ten (10) days\nafter written demand therefor deposit cash with LANDLORD in an amount\nsufficient to restore the security deposit to its original amount and TENANT's\nfailure to do so shall be a material breach of this Lease. LANDLORD shall not\nbe required to keep this security deposit separate from its general funds and\nTENANT shall not be entitled to interest on such deposit. If TENANT shall fully\nand faithfully perform every provision of this Lease to be performed by it, the\nsecurity deposit or any balance thereof shall be returned to TENANT (or at\nLANDLORD's option to the last assignee or TENANT's interest hereunder) at the\nexpiration of the lease term and upon TENANT's vacation of the PREMISES.\n\n\n                                       17\n   18\n                                      37.\n\n                                Rights Reserved\n\n          LANDLORD reserves the following rights, exercisable without notice and\nwithout liability to TENANT for damage or injury to property, person or business\nand without effecting an eviction, constructive or actual or disturbance of\nTENANT'S use of possession or giving rise to any claim for set-off or abatement\nof rent:\n\n          (a)  To change the Building's name or street address;\n\n          (b)  To install, affix and maintain any and all signs on the exterior\n               of the Building;\n\n          (c)  To designate and approve, prior to installation, all types of\n               window shades, blinds, drapes, awnings, window ventilators and\n               other similar equipment and to control all lighting interior or\n               exterior of the Building;\n\n          (d)  To designate, restrict and control all sources from which TENANT\n               may obtain sign painting and lettering, drinking water, food and\n               beverages or other services on the PREMISES, and in general to\n               designate, limit, restrict and control any service in or to the\n               Building and its TENANT, provided such services as are designated\n               by LANDLORD are reasonably competitive as to the rates charged\n               thereby. No vending or dispensing machines of any kind shall be\n               placed in or about the PREMISES without the prior written consent\n               of LANDLORD. Notwithstanding the foregoing, it is understood that\n               TENANT shall have the right to operate beverage machines,\n               microwave ovens, and refrigerators for the convenience of its\n               employees and invitees;\n\n          (e)  To retain at all times, and to use in appropriate instances, keys\n               to all doors within and into the PREMISES. No locks or bolts\n               shall be altered, changed or added without the prior written\n               consent of LANDLORD;\n\n          (f)  To decorate or to make repairs, alterations, additions or\n               improvements, whether structural or otherwise, in and about the\n               Building, or any part thereof, and for such purpose to enter\n               upon the PREMISES, and during the continuance of said work to\n               temporarily close doors, entryways, and public spaces in the\n               building and to interrupt or temporarily suspend Building\n               services and facilities;\n\n          (g)  To prescribe the location and style of the suite number and\n               identification sign or lettering for the PREMISES occupied by\n               TENANT;\n\n          (h)  To enter the PREMISES at reasonable hours for reasonable\n               purposes, including inspection and supplying any service to be\n               provided to TENANT hereunder;\n\n          (i)  To require all persons entering or leaving the Building during\n               such hours as LANDLORD may from time to time reasonably\n               determine to identify themselves to watchmen by designation or\n               otherwise, and to establish their right to enter or leave in\n               accordance with the provisions of Paragraph 19 hereof. LANDLORD\n               shall not be liable in damages for any error with respect to\n               admission to or eviction or exclusion from the Building of any\n               person. In case of fire, invasion, insurrection, mob, riot, civil\n               disorder, public excitement or other commotion, or threat\n               thereof, LANDLORD reserves the right to limit or prevent access\n               to the Building during the continuance of the same or otherwise\n               take such action or preventive measures deemed necessary by\n               LANDLORD for the safety of the tenants or other occupants of the\n               Building or the protection of the Building and the property in\n               the Building. TENANT\n\n                                       18\n   19\n               agrees to cooperate in any reasonable safety program developed\n               by LANDLORD;\n\n          (j)  To control and prevent access to common areas and other\n               non-general public areas pursuant to Appendix \"B\" attached to\n               this Lease;\n\n          (k)  From time to time to make and adopt such reasonable rules and\n               regulations, in addition to or other than or by way of amendment\n               or modification of the rules and regulations contained in\n               Appendix \"B\" attached to this Lease or other sections of this\n               Lease, for the protection and welfare of the Building and its\n               tenants and occupants, as the LANDLORD may determine, and the\n               TENANT agrees to abide by all such rules and regulations;\n\n          (l)  To have and retain a paramount title to the PREMISES free and\n               clear of any act of TENANT;\n\n          (m)  To grant to anyone that exclusive right to conduct any business\n               or render any services in the Building;\n\n          (n)  To approve the weight, size and location of safes and other heavy\n               equipment and articles in and about the PREMISES and the\n               Building, and to require all such items and furniture to be moved\n               into and out of the Building and the PREMISES only at such times\n               and in such manner as LANDLORD shall direct in writing. Movements\n               of TENANT'S property into or out of the Building and within the\n               Building are entirely at the risk and responsibility of TENANT\n               and LANDLORD reserves the right to require permits before\n               allowing any such property to be moved into or out of the\n               building.\n\n                                      38.\n\n                             Substitution of Space\n\n          At any time hereafter, LANDLORD may substitute for the PREMISES other\nPremises (herein referred to as \"THE NEW PREMISES\") provided:\n\n          (a)  The new premises shall be similar to the PREMISES in area and use\n               for TENANT'S purposes and shall be located in the Building or in\n               any adjacent or contiguous building of LANDLORD and if TENANT is\n               already in occupancy of the PREMISES, then in addition;\n\n          (b)  LANDLORD shall pay the expense of TENANT for moving from the\n               PREMISES to THE NEW PREMISES and for improving THE NEW PREMISES\n               so they are substantially similar to the PREMISES;\n\n          (c)  Such move shall be made during evenings, weekends, or otherwise\n               so as to incur the least inconvenience to TENANT; and\n\n          (d)  LANDLORD shall first give TENANT at least thirty (30) days'\n               notice before making such change. If LANDLORD shall exercise his\n               right hereunder, THE NEW PREMISES shall thereafter be deemed, for\n               purposes of this Lease, as the PREMISES.\n\n                                      39.\n\n                               Real Estate Broker\n\n          TENANT represents that TENANT had dealt directly with and only with\nThe Alter Group as broker in connection with this Lease and agrees to indemnify\nand hold LANDLORD harmless from all claims or demands of any other broker or\nbrokers for any commission alleged to be due such broker or brokers in\nconnection with its participating in the negotiation with TENANT of this Lease.\n\n                                      19.\n\n\n\n\n   20\n                                      40.\n\n                            Miscellaneous Provisions\n                            ------------------------\n\n     (a)  The term \"OFFICE\" or \"OFFICES\" wherever used in this Lease, shall not\n          be construed to mean or permit the PREMISES to be used as a store or\n          stores, for the sale or display, at any time, of goods, wares, or\n          merchandise of any kind, or as a restaurant, shop, booth, bootblack,\n          or other stand, barbershop, or for other similar purposes or for\n          manufacturing. The words \"RE-ENTER\" or \"RE-ENTRY\" as used in this\n          Lease, are not restricted to their technical legal meaning. The term\n          \"LANDLORD\" as used in this Lease means only the LANDLORD from time to\n          time and upon conveying its interest, such conveying LANDLORD shall be\n          relieved from any further obligation or liability.\n\n     (b)  Time is of the essence of this Lease and each and all of its\n          provisions.\n\n     (c)  Submission of this instrument for examination or signature by TENANT\n          does not constitute a reservation or offer or option for lease, and it\n          is not effective as a lease or otherwise so as to incur the lease\n          inconvenience to TENANT; and\n\n     (d)  The invalidity or unenforceability of any provision hereof shall not\n          affect or impair any other provisions.\n\n     (e)  This Lease shall be governed by and construed pursuant to the laws of\n          the State of Illinois.\n\n     (f)  Should any mortgage require a modification of this Lease, which\n          modifications will not bring about any increased cost or expense to\n          TENANT or in any other way substantially change the rights and\n          obligations of TENANT hereunder, then and in such event, TENANT\n          agrees that this Lease may be so modified.\n\n     (g)  TENANT agrees to provide to LANDLORD, upon request, a current\n          financial statement of TENANT certified by an authorized\n          representative of TENANT to be true and correct, and further agrees\n          to provide any other financial information reasonably requested by\n          LANDLORD.\n\n     (h)  All rights and remedies of LANDLORD under this Lease, or that may be\n          provided by law, may be exercised by LANDLORD in its own name\n          individually, or in its name by its agent, and all legal proceedings\n          for the enforcement of any such rights or remedies, including\n          distress for rent, forcible detainer, and any other legal or\n          equitable proceedings, may be commenced and prosecuted to final\n          judgment and execution by LANDLORD in its own name individually or in\n          its name or by its agent. TENANT conclusively agrees that LANDLORD\n          has full power and authority to execute this Lease and to make and\n          perform the agreements herein contained and TENANT expressly\n          stipulates that any rights or remedies available to LANDLORD either\n          by the provision of this Lease or otherwise may be enforced by\n          LANDLORD in its own name individually or in its name by agent or\n          principal.\n\n     (i)  Any of the covenants and conditions of this Lease shall survive\n          termination of the Lease.\n\n     (j)  The marginal headings and titles to the paragraphs of this Lease are\n          not a part of this Lease and shall have no effect upon the\n          construction or interpretation of any part hereof.\n\n     (k)  If TENANT is a corporation and if at any time during the Lease Term\n          the person or persons who owns a majority of\n\n                                       20\n   21\n          its voting shares at the time of the execution of this Lease cease to\n          own a majority of such shares (except as a result of transfers by\n          gift, bequest or inheritance) TENANT shall so notify LANDLORD and\n          LANDLORD may terminate this Lease by notice to TENANT given within\n          ninety (90) days thereafter. This Section shall not apply whenever\n          TENANT is a corporation, the outstanding voting stock of which is\n          listed on a recognized security exchange or if at least ninety (90%)\n          percent of its voting stock is owned by another corporation, the\n          voting stock of which is so listed. For the purposes of this Section,\n          stock ownership shall be determined in accordance with the principles\n          set forth in Section 544 of the Internal Revenue Code of 1954 as the\n          same existed on August 16, 1954, and the term \"voting stock\" shall\n          refer to shares of stock regularly entitled to vote for the election\n          of directors of the corporation.\n\n     (l)  This Lease includes appendices A, B, and C which are expressly made a\n          part of this Lease.\n\n     (m)  Upon termination of the Lease or upon TENANT'S abandonment of the\n          leasehold, the TENANT shall, at its sole expense, remove any equipment\n          which may cause contamination of the property, and shall clean up any\n          existing contamination in compliance with all applicable local, state\n          and federal environmental rules, regulations, statutes and laws or in\n          accordance with orders of any governmental regulatory authority.\n\n     (n)  WAIVER OF RIGHT TO TRIAL BY JURY. LANDLORD and TENANT hereby waive any\n          right to a trial by jury in any action or proceeding based upon, or\n          related to, the subject matter of this Lease. This waiver is\n          knowingly, intentionally, and voluntarily made by each of parties\n          hereto and each party acknowledges to the other that neither the other\n          party nor any person acting on its respective behalf has made any\n          representations to induce this waiver of trial by jury or in any way\n          to modify or nullify its effect. The parties acknowledge that they\n          have read and understand the meaning and ramifications of this waiver\n          provision and have elected same of their own free will.\n\n                                      41.\n\n                       Tenant-Corporation or Partnership\n\n     In case TENANT is a corporation, TENANT represents and warrants that this\nLease has been duly authorized, executed and delivered by and on behalf of the\nTENANT and constitutes the valid and binding agreement of the TENANT in\naccordance with the terms hereof. In case TENANT is a partnership, TENANT\nrepresents and warrants that all of the persons who are general or managing\npartners in said partnership have executed this Lease on behalf of TENANT, or\nthat this Lease has been executed and delivered pursuant to and in conformity\nwith a valid and effective authorization therefor by all of the general or\nmanaging partners of such partnership, and is and constitutes the valid and\nbinding agreement of the partnership and each and every partner therein in\naccordance with its terms. Also, it is agreed that each and every present and\nfuture partner in TENANT shall be and remain at all times jointly and severally\nliable hereunder and that the death, resignation or withdrawal of any partner\nshall not release the liability of such partner under the terms of this Lease\nunless and until the LANDLORD shall have consented in writing to such release.\n\n                                      42.\n\n                             Successors and Assigns\n\n     The covenants and conditions herein contained shall apply to and bind the\nrespective heirs, successors, Executors, administrators, and assigns of the\nparties hereto. The terms \"LANDLORD\" AND \"TENANT\" shall\n\n\n                                       21\n   22\ninclude the successors and assigns of either such party, whether immediate or\nremote.\n\n                                      43.\n\n                             Right of First Refusal\n\n     So long as TENANT is not in default hereunder, LANDLORD hereby agrees to\ngive TENANT the right of first refusal for the adjacent 2,100 square feet as\nshown on Appendix \"A\" as \"Contiguous Space.\" Upon written receipt from LANDLORD\nof the Terms and Conditions offered to a third party to lease all or a portion\nof such Contiguous Space, TENANT shall have five (5) business days upon which\nto accept such terms and conditions to lease said space.\n\n     IN WITNESS WHEREOF, the LANDLORD and TENANT have executed this Lease the\nday and year first above written.\n\nTENANT:                            LANDLORD:\n\nQUOTESMITH CORPORATION             SEE RIDER ATTACHED HERETO AND MADE A PART OF\n                                   LEASE\n                                     LASALLE NATIONAL TRUST, N.A. as \n                                     Successor Trustee to LaSalle National\n                                     Bank Trustee under Trust No. 113096.\n\n                                         AS TRUSTEE AND NOT INDIVIDUALLY\n\nBY: \/s\/Robert S. Bland               BY:  \/s\/ ILLEGIBLE\n    ------------------                   ---------------------------------\n                                                   VICE PRESIDENT\n\nATTEST:                              ATTEST: \/S\/ NANCY A. STACK\n        --------------                       -----------------------------   \n                                                  ASSISTANT SECRETARY\n\n\n\n\n     RIDER ATTACHED TO AND MADE A PART OF LEASE DATED   8\/30\/94\n                                                      -----------\n\nThis LEASE is executed by LA SALLE NATIONAL TRUST, N.A., not personally but as\nTrustee as aforesaid, in the exercise of the power and authority conferred upon\nand vested in it as such Trustee, and under the express direction of the\nbeneficiaries of a certain Trust Agreement dated 3\/11\/88 and known as Trust \n                                                 -------\nNo. 113096 at LA SALLE NATIONAL TRUST, N.A., to all provisions of which Trust \n    ------\nAgreement this LEASE is expressly made subject. It is expressly understood and\nagreed that nothing herein or in said LEASE contained shall be construed as\ncreating any liability whatsoever against said Trustee personally, and in\nparticular without limiting the generality of the foregoing, there shall be no\npersonal liability to pay any indebtedness accruing hereunder or to perform any\ncovenants, either express or implied, herein contained, or to keep, preserve or\nsequester any property of said Trust, and that all personal liability of said\nTrustee of every sort, if any, is hereby expressly waived by said Lessee, and\nthat so far as said Trustee is concerned the owner of any indebtedness or\nliability accepting hereunder shall look solely to the premises hereby leased\nfor the payment thereof. It is further understood and agreed that said Trustee\nhas no agents or employees and merely holds naked legal title to the property\nherein described; that said Trustee has no control over, and under this LEASE\nassumes no responsibility for (1) the management or control of such property,\n(2) the upkeep, inspection, maintenance or repair of such property (3) the\ncollection of rents or rental of such property, or (4) the conduct of any\nbusiness which is carried on upon such premises. Trustee does not warrant,\nindemnify, defend title nor is it responsible for any environmental damage.\n\n                                       44\n\n  \n   23\n                                  APPENDIX \"A\"\n\n                                  [FLOOR PLAN]\n\n\n   24\n                                  APPENDIX \"B\"\n\n                       RULES AND REGULATIONS ATTACHED TO\n                          AND MADE PART OF THIS LEASE\n\n     1. TENANT shall not place anything or allow anything to be placed near the\nglass of any window, door, partition or wall which may in LANDLORD'S judgment\nappear unsightly from outside the premises of the Building. LANDLORD shall\nfurnish and install building standard window blinds at all exterior windows.\n\n     2. The sidewalks, passages, exits, and entrances shall not be obstructed by\nTENANT or used by TENANT for any purpose other than for ingress to and egress\nfrom the Premises. The passages, exits, entrances, and roof are not for the use\nof the general public and the LANDLORD shall in all cases retain the right to\ncontrol and prevent access thereto by all persons whose presence in the judgment\nof LANDLORD, reasonably exercised, shall be prejudicial to the safety,\ncharacter, reputation and interests of the Building. Neither TENANT nor any\nemployees or invitees of any TENANT shall go upon the roof of the building.\n\n     3. The toilet rooms, urinals, wash bowls and other apparatus shall not be\nused for any purpose other than that for which they were constructed and no\nforeign substance of any kind whatsoever shall be thrown therein and to the\nextent caused by TENANT or its employees or invitees, the expense of any\nbreakage, stoppage or damage resulting from the violation of this rule shall be\nborne by TENANT.\n\n     4. No cooking shall be done or permitted by TENANT on the Premises, nor\nshall the Premises be used for lodging.\n\n     5. TENANT shall not bring upon, use or keep in the Premises or the Building\nany kerosene gasoline or inflammable or combustible fluid or material, or use\nany method of heating or air conditioning other than that supplied by LANDLORD.\n\n     6. LANDLORD shall have sole power to direct electricians as to where and\nhow telephone and other wires are to be introduced. No boring or cutting for\nwires will be allowed without the consent of LANDLORD. The location of\ntelephone, call boxes and other office equipment affixed to the Premises shall\nbe subject to the approval of LANDLORD.\n\n     7. Upon the termination of the tenancy, TENANT shall deliver to the\nLANDLORD all keys or electronic key cards and passes for offices, rooms, parking\nlot and toilet rooms which shall have been furnished TENANT. In the event of\nloss of any keys or electronic key cards so furnished, TENANT shall pay the\nLANDLORD therefor. TENANT shall not make or cause to be made any such keys or\nelectronic key cards and shall order all such keys or electronic key cards\nsolely from LANDLORD and shall pay LANDLORD for any additional such keys or\nelectronic key cards over and above the keys furnished by LANDLORD at occupancy.\n\n     8. TENANT shall not install linoleum, tile, carpet or other floor coverings\nso that the same shall be affixed to the floor of the Premises in any manner\nexcept as approved by the LANDLORD.\n\n     9. TENANT shall cause all doors to the Premises to be closed and securely\nlocked before leaving the Building at the end of the day.\n\n     10. Without the prior written consent of LANDLORD, TENANT shall not use the\nname of the Building or any picture of the Building in connection with or in\npromoting or advertising the business of TENANT except TENANT may use the\naddress of the Building as the address of its business.\n\n     11. TENANT shall refrain from attempting to adjust any heat or air\nconditioning controls other than room or system thermostats installed within the\nPREMISES for TENANT'S use.\n\n     12. TENANT assumes full responsibility for protecting the Premises from\ntheft, robbery and pilferage, which includes keeping doors locked and other\nmeans of entry to Premises closed and secured.\n\n     13. Peddlers, solicitors and beggars shall be reported to the office of the\nBuilding or as LANDLORD otherwise requests.\n\n\n                                       24\n\n   25\n     14. TENANT shall not advertise the business, profession or activities of\nTENANT conducted in the Building in any manner which violates the letter or\nspirit of any code of ethics adopted by any recognized association or\norganization pertaining to such business, profession or activities.\n\n     15. TENANT shall allow no animals or pets to be brought or to remain in\nthe Building or any part thereof.\n\n     16. TENANT acknowledges that Building security problems may occur which\nmay require the employment of extreme security measures in the day-to-day\noperation of the Building. Accordingly:\n\n          (a)  LANDLORD may at any time, or from time to time, or for regularly\n               scheduled time periods, as deemed advisable by LANDLORD and\/or\n               its agents, in their sole discretion, require that persons\n               entering or leaving the Building identify themselves to watchmen\n               or other employees designated by LANDLORD by registration,\n               identification or otherwise.\n\n          (b)  LANDLORD may at any time, or from time to time or for regularly\n               scheduled time periods, as deemed advisable by LANDLORD and\/or\n               its agents, in their sole discretion, employ such other security\n               measures as but not limited to the search of all persons,\n               parcels, packages, etc., entering and leaving the Building, the\n               evacuation of the Building and the denial of access of any person\n               to the Building.\n\n          (c)  TENANT hereby assents to the exercise of the above discretion of\n               LANDLORD and its agents, whether done acting under reasonable\n               belief of cause or for drills, regardless of whether or not such\n               action shall in fact be warranted and regardless of whether any\n               such action is applied uniformly or as aimed at specific persons\n               whose conduct is deemed suspicious.\n\n          (d)  The exercise of such security measures and the resulting\n               interruption of service and cessation or loss of TENANT'S\n               business, if any, shall never be deemed an eviction or\n               disturbance of TENANT's use and possession of the Premises, or\n               any part thereof, or render LANDLORD liable to TENANT for damages\n               or relieve TENANT from TENANT'S obligations under this Lease.\n\n          (e)  TENANT agrees that it and its employees will cooperate fully with\n               Building employees in the implementation of any and all security\n               procedures.\n\n     17. In the event carpeting is furnished by LANDLORD, TENANT will be fully\nresponsible for and upon LANDLORD'S request will pay for any damage to\ncarpeting caused by lack of protective mats under desk chairs or equipment or\nany other abnormal puncture and wearing of carpet.\n\n     18. TENANT shall comply with all applicable laws, ordinances, governmental\norders or regulations and applicable orders or directions from any public\noffice or body having jurisdiction, with respect to the Premises and the use or\noccupancy thereof. TENANT shall not make or permit any use of the Premises which\ndirectly or indirectly is forbidden by law, ordinances, governmental\nregulations or order or direction of applicable public authority, or which may\nbe dangerous to person or property.\n\n     19. TENANT shall not use or permit to be brought into the Premises or the\nBuilding any flammable oils or fluids, or any explosive or other articles\ndeemed hazardous to persons or property, or do or permit to be done any act or\nthing which will invalidate or which if brought in would be in conflict with\nany insurance policy covering the Building or its operation, or the Premises,\nor any part of either, and will not do or permit to be done anything in or upon\nthe Premises, or bring or keep anything therein, which shall not comply with\nall rules, orders, regulations or requirements of any organization, bureau,\ndepartment or body having jurisdiction with respect thereto (and TENANT shall\nat all times comply with all such rules, orders, regulations or requirements),\n\n\n                                       25\n\n\n\n\n\n   26\nor which shall increase the rate of insurance on the Building, its\nappurtenances, contents or operation. The foregoing prohibitions shall include\nbut not be limited to the discharge of any toxic wastes, or other hazardous\nmaterials in violation of any law, ordinance, statute, rule or insurance\nregulation.\n\n     20.  If TENANT desires signal, communication, alarm or other utility or\nsimilar service connections installed or changed, TENANT shall not install or\nchange the same without the approval of LANDLORD and then only under direction\nof Landlord and at TENANT'S expense. TENANT shall not install in the Premises\nany equipment which requires a substantial amount of electrical current without\nthe advance written consent of the LANDLORD and TENANT shall ascertain from the\nLANDLORD the maximum amount of load or demand for or use of electrical current\nwhich can safely be permitted in the Premises, taking into account the capacity\nof the electric wiring in the Building and the Premises and the needs of other\ntenants of the Building, and shall not in any event connect a greater load than\nsuch safe capacity.\n\n     21.  Service requirements of TENANT will be attended to only upon\napplication to management of the Building. Employees of LANDLORD shall not\nperform any work or do anything outside of their regular duties unless under\nspecial instruction from LANDLORD.\n\n     22.  No TENANT shall obtain for use upon the premises ice, drinking water,\ntowel and other similar services on the Premises, except from persons authorized\nby the LANDLORD and at the hours and under regulations fixed by the LANDLORD.\n\n     23.  LANDLORD reserves the right to exclude or expel from the Building any\nperson who, in the judgment of LANDLORD is intoxicated or under the influence of\nliquor or drugs or who shall in any manner do any act in violation of any of the\nrules and regulations of the building.\n\n     24.  No vending machines of any description shall be installed, maintained\nor operated in the Premises without the written consent of LANDLORD.\n\n     25.  TENANT shall not (i) install or operate any internal combustion\nengine, boiler, machinery, refrigerating, heating or air-conditioning apparatus\nin or about the Premises; (ii) carry on any mechanical business in or about the\nPremises without the written permission of LANDLORD; (iii) exhibit, sell or\noffer for sale, use, rent or exchange in the Premises or Building any article,\nthing or service except those ordinarily embraced within the permitted use of\nthe Premises specified in this Lease; (iv) use the Premises for housing, lodging\nor sleeping purposes; (v) permit preparation or warming of food in the Premises\nor permit food to be brought into the Premises for consumption therein (warming\nof coffee and individual lunches of employees excepted) except by express\npermission of LANDLORD; (vi) place any radio or television antennae on the roof\nor on or in any part of the inside or outside of the Building other than the\ninside of the Premises; (vii) operate or permit to be operated any musical or\nsound producing instrument or device inside or outside the Premises which may be\nheard outside the Premises; (viii) use any illumination or power for the\noperation of any equipment or device other than electricity; (ix) operate any\nelectrical device from which may emanate electrical waves which may interfere\nwith or impair radio or television broadcasting or reception from or in the\nBuilding or elsewhere; (x) bring or permit to be in the Building any bicycle or\nother vehicle, or dog (except in the company of a blind person) or other animal\nor bird; (xi) make or permit any objectionable noise or odor to emanate from the\nPremises; (xii) disturb, solicit or canvas any occupant of the Building; (xiii)\ndo anything in or about the Premises tending to create or maintain a nuisance or\ndo any act tending to injure the reputation of the Building; or (xiv) throw or\npermit to be thrown or dropped any article from any window or other opening in\nthe Building.\n\n     26.  From time to time LANDLORD reserves the right to amend and modify\nthese rules and regulations.\n\n\n                                       26\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[8629],"corporate_contracts_industries":[9443],"corporate_contracts_types":[9590,9579],"class_list":["post-41833","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-quotesmithcom-inc","corporate_contracts_industries-insurance__agents","corporate_contracts_types-land__il","corporate_contracts_types-land"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/41833","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=41833"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=41833"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=41833"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=41833"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}