California MCLE - Costa Rica-Heredia-Global Industrial Park and Free Trade Zone Lease - KMPG Fides (Costa Rica) SA, Parque Global SA and Align Technology de Costa Rica SRL

	KPMG FIDES (COSTA RICA) S.A., corporate identification number 3-101-171985, as Trustee (the “Lessor” or the “Trustee”) of the Global Park Guaranty Trust, executed on March 23, 2001, by Parque Global S.A. as grantor of the Trust Agreement, and Scotiabank de Costa Rica S.A. (the “Main Beneficiary”) (the “Trust Agreement”), represented herein by ALFONSO AMEN CHEN, personal identity card number 2-356-311, legal authority duly recorded in the Mercantile Section of the National Registry under books 896, 940, 1290, pages 251, 44, 175, and entries 319, 64 and 204.

	PARQUE GLOBAL S.A., legal identity card number 3-101-230578, (the “Developer” or the “Grantor”), registered in the Mercantile Section of the Public Registry under book 1126, page 271, entry 317, represented herein by CARLOS WONG ZÚÑIGA, personal identity card number 1-664-989, legal representation duly recorded in the Mercantile Section of the Public Registry under book 1230, page 98, entry 90.

for the one part and for the other,

Align Technology de Costa Rica, Sociedad de Responsabilidad Limitada, (the Owner of the Improvements, hereinafter “The Lessee”), a corporation duly registered and incorporated in accordance with the law of Costa Rica, 3-102-306047 herein represented by Leonard Marvin Hedge, of legal age, U.S. citizen, bearer of passport number 094859951, married, entrepreneur, domiciled in 3412 Virgil Circle, Pleasanton, California, United States of America, and Emory Merrill Wright, of legal age, U.S. citizen, bearer of passport number 054714863, married, entrepreneur, domiciled in 1240 Sanders Court, Santa Cruz, California, United States of America, both acting respectively as Third General Manager and First Sub general Manager, acting as representatives with full powers of attorney in accordance with book 1457, page 214, entry 231 of the Mercantile Section of the Public Registry.

The Lessor, the Developer and the Lessee are referred to collectively herein as the “Parties”.

RECITALS

1.- Whereas the Lessee desires to lease a new building (the “Real Estate”), to be commonly known as the Align Building (the “Align Building”), located in Global Industrial Park and Free Trade Zone, part of the “Condominio Global” (the “Condominium”), condominium identity number 3-109-328791, a condominium registered in the Costa Rican Public Registry, Province of Heredia, Property Number M-001679, Lot Number Ten, registered in the Public Registry Property of Heredia, Property Number H-4033941

with a total registered area of eight thousand six hundred and forty one square meters and thirty six centimeters (8,641.36 m2), of which five thousand nine hundred and forty (5,940 m2) square meters constitutes the leased real estate (the “Real Estate”).

2.- Whereas the Real Estate forms part of a bigger property which has been transferred to KPMG Fides (Costa Rica) S.A. in trust, through the GLOBAL GUARANTY TRUST (“Trust Agreement”), executed on March 23, 2001, by Parque Global S.A. as Grantor of the Trust Agreement, and Scotiabank de Costa Rica S.A. as main Beneficiary of the Trust Agreement;

3.- Whereas the Grantor and the main beneficiary of the Trust Agreement have instructed KPMG Fides as a Trustee to enter into this lease agreement, and all parties acknowledge that KPMG Fides will act in accordance with the instructions received by the main beneficiary and the Developer, and expressly agree that KPMG Fides enters into the present Agreement acting solely as trustee of the Trust. Consequently, KPMG Fides’ obligations and duties in relation with this Agreement are limited to its execution;

Now therefore in consideration of the premises and the mutual promises herein made, and in consideration of the representations, warranties, and covenants herein contained, the Parties have agreed to execute this lease agreement:

Section One: Leased Real Estate

1.00	Acceptance by the Developer of the Covenants Stated in the Agreement and Hold Harmless Indemnity.-

	The Developer, acting as Grantor of the Trust Agreement, as developer of the Park and party to this Agreement, acknowledges and accepts of all the covenants and obligations contained herein, and guarantees to the Lessor and Lessee that it will comply with and fulfill of all of its obligations under this Agreement.

	Consequently, the Developer agrees to hold the Lessor and its assets harmless from any loss, damage, liability penalty, tax liability, claim, lawsuit, expense or disbursement, including but not limited to legal fees or expenses resulting or arising directly or indirectly from the Developer’s failure to comply with any of the provisions contained in this Agreement.

Section Two: Real Estate Terms and Conditions

2.00	Lease.-

	Lessor agrees to lease to Lessee, and Lessee agrees to lease from Lessor the Real Estate.

2.01	Permitted Use.-

	The Real Estate shall be used exclusively for the operation of a call center, data processing, administrative offices and associated uses, by the Lessee and/or any of the Lessee’s subsidiaries or affiliates, provided they comply with any

	obligations and conditions required by PROCOMER and the applicable regulations for service companies operating under the free zone regime. The Lessee shall notify the Developer and the Lessor, the fact that it has accommodated any such related companies within the Real Estate.

	The Lessee may not use the Real Estate for any activities different to those permitted hereunder without the prior written consent of the Lessor and the Developer. The Developer shall deliver the Real Estate to the Lessee with the conditions and characteristics described in the documents that jointly conform Exhibit One of this Agreement (the “Conditions of Delivery”). The Lessee has examined these documents and understands and accepts them without objections.

2.02	Effective Date of the Agreement.-

	The term of the Lease Agreement initiates upon delivery of the Real Estate (“Effective Date”). In addition, upon the execution of this Agreement (“Date of Execution”), Developer will start the construction of the Real Estate. The Developer will start construction upon the Date of Execution, pending approval of the construction permits required by the respective municipality.

2.03	Additional Facilities.-

	In addition to any other facility specifically included in this Agreement, while leasing the Real Estate the Lessee shall have the right to the use the following: (a) Parking.- The Lessee shall be entitled to use a total of one hundred and twenty five (125) parking spaces for standard-sized vehicles, outlined by road demarcations according to the country’s standards. The parking spaces assigned for Lessee’s use will be located as follows: (i) forty three (43) parking spaces surrounding the building premises; and, (ii) eighty two (82) parking spaces in a satellite parking lot located on Condominium lot number 8, or a similar parking lot located within a distance roughly equal to the one that exists between the Align Building and the parking lot at Condominium lot number 8. In case additional parking spaces are required, these may be requested from the Developer and will be assigned at the Developer’s convenience and subject to availability at a rate of $40 per parking space. (b) Common areas.- The Lessee can make use of the Park’s common areas according to the regulations and specifications included in the Park’s Internal Condominium By-laws and its subsequent amendments, which have been enclosed as an integral part of this Agreement in its current form as Exhibit Two; (c) The Developer acknowledges and promises that the parking spaces will be duly allocated and assigned by number to the Lessee, according to a numbering system. The Developer will provide its best efforts to allocate these parking spaces within the premises of the Real Estate. As a second alternative, the Developer shall provide the mentioned parking spaces in a location to be agreed upon with Lessee. (d) Sewage Treatment Plant.- The Lessee shall make use of the sewage treatment

	plant located in the Park, according to the usage regulation attached hereto as Exhibit Three.

2.04	Special Equipment and Systems.-

	The Lessee may request, at its own expense, the installation of special systems and equipment in the Real Estate that are required for the Lessee’s activities permitted under this Agreement.

Section Three: Rent and Lease Term

3.00.	Rent.-

	The Real Estate will be developed and delivered for Lessee’s use in two phases: i) a four thousand square meter (4,000 m2) finished space; and ii) the remaining area of one thousand nine hundred and forty square meters (1,940 m2) will be delivered as a cold-shell space. Pursuant to such phased construction rent will be set as follows: (a) Finished space.- The applicable rent for the finished space will be ten Dollars and twenty five cents (US$10.25) per square meter. During the first twelve (12) months following the Effective Date, Lessee shall thus, pay a monthly rent of forty one thousand Dollars, (US$ 41,000.00) for the finished space. (b) Cold-shell space.- The applicable rent for the cold-shell space will be four Dollars and seventy five cents ($4.75) per square meter. During the first twelve (12) months following the Effective Date, Lessee shall thus, pay a monthly rent of nine thousand five hundred Dollars, (US$ 9,500.00) for the cold-shell space. Collectively, finished and cold shell space applicable rent payments will be referred to as the “Rent”. Rent will be payable each month in advance starting on the Effective Date and on the first day of each month thereafter. Starting on the first day of the thirteenth (13^th) month and until the end of the lease term, the Rent paid by the Lessee shall be increased by four percent (4%) annually, using as a basis for such increase the Rent paid in the last month of every twelve (12) month period.

	In addition to the foregoing Rent adjustments, as of the nineteenth month (19^th) after the Effective Date, and until the termination of this lease, rent for the cold-shell space will be increased to the then in effect finished space applicable rent, so that Rent for the total area of the Real Estate will be based on the finished space per square meter rate.

	Payments may be made in cash, check or electronic transfer to the Developer’s account, but the payment method used as well as changes in the method from month to month must be previously approved in writing by the Developer. When payment is made via electronic transfer, the Lessee shall provide written evidence to the Developer of the date on which the transfer was executed and such payment shall be deemed made on the date on which the transfer is

	credited by the Developer’s bank. All applicable transfer fees or bank charges must be paid by the Lessee. For purposes of this Agreement, the Developer’s address shall be the address where payments should be made.

	In case of default by the Lessee of the obligation contained herein, it will have a cure period to remedy the situation as described in section 6.01.

3.01	Term of the Lease.-

	The lease shall commence on the Effective Date, and shall have a term of five (5) years (the “Initial Term”). The Initial Term shall be automatically extended thereafter for equal periods (each of which shall be an “Extension”) unless one of the Parties refuses to extend the Initial Term, or any subsequent Extension in accordance with this clause. In such event the Party that refuses to extend the term is required to provide the other Parties with written notice of their intention at least six (6) months prior to the expiration date of the Initial Term or Extension then in effect.

3.02	Legal Effect of the Agreement.-

	The Agreement’s legal effects regarding the use and enjoyment rights of the Lessee, as well as its obligations as Park tenant, shall commence on the Effective Date. The Lessee is entitled to initiate the construction of the improvements as of the Date of Execution.

3.03	Delays Attributable to the Developer.-

	The Developer shall deliver the Real Estate on September 1^st, 2003 (“Date of Delivery”). If a delay in the Date of Delivery occurs for causes attributable to the Developer, its contractors, agents or employees, the Developer shall pay the Lessee damages in an amount equivalent to a one-day of Rent per calendar day of delay (the “Indemnification Amount”), which shall be calculated by dividing the Rent in effect for the twelve months following the Effective Date in accordance with section 3.00 of this Agreement by thirty.

	The Lessee acknowledges that in accordance with article seven hundred and five of the Civil Code of Costa Rica, the Indemnification Amount shall constitute the sole compensation and remedy for damages or losses suffered by the Lessee due to delays. Therefore, the Lessee expressly waives and relinquishes any right it may have, either under this Agreement or under the laws of the Republic of Costa Rica, to collect losses, damages, penalties, expenses, disbursements or amounts, including but not limited to legal fees or expenses, different from the Indemnification Amount, resulting or arising directly or indirectly from the Developer’s failure to reach the Effective Date.

	The Indemnification Amount shall be payable by the Developer to the Lessee in twelve installments and by means of deducting a twelfth of the amount in each

	of the first twelve monthly Rent payments. The Lessee further agrees that it shall not file or pursue any claim, lawsuit or action against the Developer or attempt to collect any losses, damages, penalties, expenses, disbursements or amounts, including but not limited to legal fees or expenses, if due to force majeure, acts of God or another causes not attributable to the Developer, the Developer’s fails to reach the Effective Date.

3.04	Security Deposit.-

	The Lessee shall provide to Developer a security deposit equivalent to three months Rent (the “Deposit”), an amount equal to one hundred and fifty thousand six hundred and forty five Dollars (US$ 150,645.00). The existing Lessee’s security deposit for the facilities it currently occupies in Global Park in the amount of sixty four thousand four hundred and forty Dollars (US$ 64,440.00) will be applicable as part of the security deposit. Thus, upon closing, the total security Deposit payment upon execution of this Agreement shall therefore be eighty six thousand two hundred and five dollars (US$ 86,205.00).

	Pursuant to the Rent adjustment described in Section 3.00 regarding the cold-shell space starting on the nineteenth month after the Date of Execution, the Lessee shall provide Developer the funds necessary to adjust the security deposit to three months of the then applicable Rent.

	The Deposit shall serve as a guarantee to cover the payment of outstanding services, repairs and any other obligation derived from this Agreement, to the Developer’s satisfaction. The Developer shall have the right, but not the obligation, to use the Deposit to settle outstanding Rent payments. If all or part of the Deposit were used by the Developer for any of the aforementioned items, the Lessee shall an obligation to reinstate the used amount within the five (5) calendar days following notice of its use by the Developer, unless such use is made upon termination of the lease, in which case the outstanding balance, if any, shall be returned by the Developer to the Lessee in the sixty (60) days following the date on which this Agreement is terminated. The Deposit shall not bear any interest for the benefit of the Lessee.

Section Four: Lessee’s Rights and Obligations

4.00	Restrictions of the Real Estate.-

	The Lessee: (a) shall not use the Real Estate for activities different from those within the permitted use of the Real Estate without the prior written authorization of the Developer; (b) shall not carry out, within the Real Estate, any type of activity that produces noises, smells or disturbing activities to other occupants of Global Park or other neighbors of the area where the Real Estate is located; (c) accepts that the activities performed in the Real Estate shall not produce emanations that can adversely affect the environment or people’s health; (d) shall not use the Real Estate for the storage of flammable or dangerous substances, materials or chemicals unless such substances, materials

	or chemicals are used in their manufacturing operations. Should this happen the Lessee must communicate such circumstance, including a list describing such items, in writing to the Developer. The substances, materials or chemicals should be properly stored, used and handled in accordance with the applicable laws, regulations and any other safety provisions. In case of default by the Lessee of the obligations contained herein, it will have a cure period to amend the situation as described under section 6.01.

4.01	Park Regulation.-

	The Lessee shall respect at all times the Park’s Internal Regulations, in its current text and as it may be amended and restated in the future. Said regulations, which the Lessee is aware of and accepts, are attached hereto as Exhibit Two. The Developer herein acknowledges that the provisions of the Park’s Internal Regulations does not contravene the terms and conditions herein established in this Agreement.

4.02	Repairs and improvements.-

	The Developer shall be obligated to provide for the maintenance, at its expense, of the Real Estate in general including but not limited to the structural elements, exterior pluvial and sewage water systems, as well as all other maintenance or repairs derived from the normal wear and tear of the Real Estate. In addition, the Lessee will be entitled to require Developer to make reasonable improvements to the Real Estate, for up to a total overall amount of Two Hundred and Eighty Six Thousand Dollars (US$ 286,000), to compensate the improvements covered by Lessee in the facilities currently being occupied by Lessee at the Exactus Building within Global Park.

	Any damages or repairs caused or generated by the Lessee’s negligence or willful misconduct shall run at the Lessee’s expense, as well as all of the secondary elements added to the Real Estate on behalf of the Lessee. Without prejudice to the above, the Lessee shall not, without the prior written consent of the Developer, make changes or adjustments to the Real Estate, even if related to indoor or outdoor maintenance works. It shall not be necessary to obtain prior consent from the Developer to make indoor changes, adjustments or maintenance works whenever these do not affect the Real Estate’s structure or are not permanently affixed to it. If authorization is received, all investments, non removable improvements or the improvement that once removed may cause damage to the Real Estate, shall be for the benefit of the Developer, without giving rise to the Lessee requesting a deduction in the Rent or an economic compensation for these upon termination of the lease.

4.03	Responsibility for damages.-

	The Lessee shall be liable for any damage or loss incurred to or suffered by the Real Estate, which is caused by or attributable to its employees, officers and/or agents, or by third parties or clients that visit or use the Real Estate.

	Furthermore, it shall be responsible for the damages caused, by any of the aforementioned individuals, to common areas of the Park. Any form of damage caused by the Lessee, or any of the aforementioned individuals in this clause, shall be repaired by the Lessee, at its own expense, without the right to demand from the Developer a reimbursement or cost deduction from the lease. Repairs shall be initiated within a term no greater than eight calendar days, except in cases of emergency, whereby they should be fixed immediately, allowing the Lessee to hire the workers it deems suitable. Prior to making the repairs, it shall have the approval in writing of the Developer, which shall not be unreasonably withheld, with regards to quality and work opportunity. In such cases, the Developer must respond within the following twenty-four hours following the receipt of a written communication by the Lessee. Should the Developer not respond within the aforementioned time frame, the authorization will not be deemed granted, but the eight (8) day period will not begin until the day after an affirmative response is rendered by the Developer. If repair works have not been performed in the aforementioned term, the Developer shall notify the Lessee of said noncompliance and it shall provide to the Lessee a cure period of eight calendar days (“Cure Period”) to initiate the repairs. If the Lessee does not initiate the repairs within the Cure Period, the Developer can request the termination of the Agreement due to non-fulfillment and is fully authorized to deduct from the Deposit the necessary amount for repairs, and perform them on behalf of the Lessee. By virtue of this clause, the Lessee’s liability is comprehensive and includes any violation acts to the legal system, may these be civil, labor, environmental, health-related or any other sector, even when these acts are not subjected to an economic compensation. In case of default by the Lessee of the obligation contained herein, it will have a cure period to amend the situation as described under section 6.01.

4.04	Accidents.-

	The Developer or the Lessor shall not have any civil, criminal, labor or any other type of liability, for damages or losses suffered by the Lessee or third parties, including but not limited to, business losses or lost profits, whenever such losses or damages are motivated or occurred as a consequence of accidents, property damage, personal injury or wrongful death caused by or attributable to the Lessee its employees, officers and/or agents, their negligence or fault, as well as due to force majeure. Except for Developer’s gross negligence or willful misconduct, the Lessee shall indemnify and hold harmless the Developer and the Lessor, and their respective employees, officers and/or agents, from and against any loss, liabilities, damages, penalties, claims, suits, costs, expenses and disbursements, including attorney’s fees, imposed on, incurred by or asserted against the Developer or the Lessor, arising out of accidents, property damage, personal injury or wrongful death caused by or attributable to the Lessee its employees, officers and/or agents, their negligence or fault, as well as due to force majeure.

4.05	Subleasing and Assignment of Rights.-

	The Lessee shall not assign or in any way dispose of all or any part of its rights or obligations under this Agreement or enter into any sublease of all or any part of the Real Estate without the prior written consent of Lessor and the Developer. The Parties hereby agree, that the Lessor can assign totally or partially its rights under this Agreement to Scotiabank de Costa Rica, S.A., or any other third party interested in compliance with the terms and conditions of the Trust Agreement. The assignment hereby authorized does not affect the validity or the effectiveness of this Agreement. The Lessor and the Developer herein acknowledge that the provisions set forth in the Trust Agreement do not contravene the terms and conditions of this Lease Agreement, all in accordance with Article twenty-four of the Urban and Sub-urban Lease Act in effect.

4.06	Laws, Regulations, Permitting.-

	Lessee shall comply with all laws, regulations and orders of any governmental branch or agency which relate to the use of the Real Estate or the operation of its trade or business in the Real Estate, and shall use the Real Estate in the regular course of its business only, within its normal capacity.. The Lessee shall be responsible for the application, processing and acquisition of all permits necessary for the operation of its trade or business, or any other activities performed within the Real Estate.

	In the event that the Developer authorizes the execution of refurbishing or improvements on the Real Estate, the Lessee shall assume the costs for the permits, authorizations and other necessary approval or consent for their execution and completion. The Developer shall cooperate with the Lessee in the obtention of these permits or authorizations whenever its assistance is required for this purpose. In case of default by the Lessee of the obligation contained herein, it will have a cure period to amend the situation as described under section 6.01.

4.07	Signage.-

	The Lessee shall not place, or allow the placement, of signs or notices of any type, in any exterior area of the building or common areas of the Park, other than in the sites that are clearly designated by the Developer for these purposes. Moreover, the Lessee shall comply with the signage specifications included in the Park’s Internal Regulations or other applicable documents to the Lessee by virtue of the present Agreement.

4.08	Notification of failures or accidents to the Developer.-

	The Lessee shall be required to notify the Developer and the Lessor of those failures or accidents occurred in the Real Estate that may generate civil, criminal or tort liability, directly or indirectly, to the Developer and/or Lessor. The notice of said failures or accidents should be made by the Lessee within the ensuing twenty-four hours of its knowledge. The notification to the Developer shall not

	allow it assume more responsibilities than those specifically stated in the Agreement herein under its charge or that result of legal imperative.

4.09	Compliance with the laws and applicable norms.-

	The Lessee must comply with and execute, whenever the case, the provisions of any norms, ordinances, rules, orders, acts, regulations and requirements of the legal system in effect applicable to the Real Estate or the activities the Lessee shall perform in it. The Lessee shall exclusively bear all expenses resulting from the compliance with the judicial system in effect.

4.10	Prohibition of Obstruction of Common Areas.-

	The obstruction of common areas of the Business Park with equipment, vehicles, machinery, raw material or any other goods owned by the Lessee or his/her contractors, employees, dependents or visitors, or any other person related with him/her, is expressly prohibited. The Lessee must always supervise that common areas are free from obstructions caused by any of the persons mentioned in this clause. Particularly, the parking of vehicles owned by the Lessee’s personnel or visitors in the main streets of the Park, is expressly prohibited. The Lessee accepts to pay a twenty-dollar fine, plus the cost of the obstruction removal resulting from the non-compliance with this provision. The amount corresponding to the fine shall be charged in the rent corresponding to the next month.

4.11	Prohibition of Obstruction of Transit Areas.-

	Sidewalks, entrances, passageways, elevators, stairs, lobbies and other common transit areas may not be obstructed, used or occupied differently for the entrance or exit of machinery, material, equipment, vehicles or persons, depending on the case, related with the activities developed by the Lessee. The Lessee must guarantee the compliance with this obligation on the part of his/her representatives, contractors, employees, dependents, visitors and other related people.

4.12	Delays in the Rendering of Services.-

	The eventual delay for just cause, understood as “force majeure” or acts of God (“caso fortuito o fuerza mayor”) as defined by Costa Rican Civil Law, to grant a service or perform an improvement, despite reasonable efforts, shall not be a reason to exempt the Lessee from the obligation to pay the price of the lease or any other obligation herein established, unless this Agreement or the applicable legislation in effect expressly disposes so.

	The delay on services due to other circumstances, shall be communicated by Lessee to the Developer. Upon such notice the Developer shall have a forty-eight (48) hour cure period to remedy any such delay. If within the cure period the Developer fails to remedy such delay, the Lessee shall have the right to reduce from the service fee the cost incurred by the Lessee to cover such service.

4.13	Transfer of Material, Machinery, or Heavy Equipment.-

	The Lessee may not move any equipment, goods or heavy machinery in and outside the building without the suitable means to avoid damaging of the constructions located in the Real Estate, and it must be done in coordination with the Developer. Any damage resulting from the removal or relocation of the goods mentioned in this clause must be repaired by the Lessee pursuant to the terms established in clauses 4.03 and 4.14 of the present Agreement.

4.14	Maintenance.-

	The Developer shall bear the cost of maintaining the structure of the constructions located in the Real Estate (exterior walls), as well as the exterior rain water or sewage systems, as long as the Lessee uses them appropriately, in accordance with the technical specifications they were constructed with, as well as any other expense or repair corresponding to the General Urban and Suburban Lease Law in effect, and Section 4.02. The Lessee shall bear the cost of any other repair such as broken glasses, burnt light bulbs, gaskets and, generally, any service accessory or accessories incorporated to the Real Estate, except for those generated by the normal wear and tear of the Real Estate.

4.15	Compensation for Non-Compliance with the Obligations.-

	The Lessee must compensate the Developer and/or the Lessor for all those costs, expenses, responsibilities, losses, damages, trials, processes, fines, penalties, complaints, and lawsuits, including the costs incurred by the Developer and/or the Lessor resulting from the non-compliance on the part of the Lessee with the obligations derived from the judicial system and this Agreement.

4.16	Other commitments

	In addition, (a) the Lessee must execute simultaneously a service agreement with the Developer under the terms and conditions currently in effect, and (b) the Lessee shall remain as a free zone company.

Section Five: Developer’s Rights and Obligations

5.01	Payment of Real Estate and Municipal Taxes.-

	The Developer shall pay the applicable municipal and real estate taxes for the Real Estate during the term this Agreement.

5.02	Inspection Right.-

	The Lessor or the Developer reserves the right to visit the Real Estate any moment, provided that it informs the Lessee at least twenty-four (24) hours in advance. Inspections referred in this clause must be done by the Developer, during Lessee’s working hours, through its officers or third parties hired to that effect. Exceptionally, with prior authorization by the Lessee, inspections may be carried out off the regular working hours.

5.03	Ownership of the Goods Left in the Real Estate.-

	After fifteen working days of the termination date of the present agreement, for any cause imputable or not to the Lessee, or in case of eviction for non-compliance with the payment, any goods owned by the Lessee found inside the Real Estate or in the common areas of the Park shall be considered abandoned by the Lessee. Therefore, the Developer may take possession of the same. The Lessee resigns as of this moment any right to complain related with such circumstance.

5.04	Showing of Facilities.-

	If any of the Parties notifies the other Party of its intent to not extend the term of this Agreement as established in section 3.01, the Developer shall have the right to show the Real Estate to people interested in leasing it, during the last six months of the Initial Term or Extension then in effect. The visits to show the Real Estate must be scheduled by the Developer within Lessee’s working hours, with a previous oral communication to the Lessee.

5.05	Entry Right on the part of the Developer to Repair Damages.-

	The Developer, its employees or contractors, shall have the right to enter the Real Estate in order to make repairs that might correspond to it, in accordance with this Agreement and the legislation in effect. Nevertheless, the Developer must previously coordinate with the Lessee the time in which such repairs shall take place, trying as far as possible, and pursuant to the particularities of the repair, that its execution must be done on the less prejudicial moment for the normal functioning of the Lessee’s activities. Except for emergency situations where immediate repairs are necessary to preserve the integrity of the Real Estate, Developer shall coordinate with Lessee and agree on a timeframe for any such visits to the Real Estate to make any required repairs. Furthermore, Lessee

	shall have the right to escort and supervise any visitors to the Real Estate for the purposes described in this Section, except for emergency situations.

5.06	Right of Sale of the Real Estate.-

	The Lessor shall have the right to sell the Real Estate to an interested third party during the term of this Agreement, and the third party must respect all the terms and conditions herein established.

5.07	Release of liability in case of accidents.-

	The Lessee releases the Developer and the Lessor from any responsibility for any accidents resulting from electricity, flood, gas or any other phenomena resulting or not from the Real Estate usage, unless such were caused by the gross negligence or willful misconduct of the Developer.

5.08	Release of liability in case of robbery or theft.-

	The Lessee discharges the Developer and the Lessor from any responsibility for robbery or theft in the Real Estate, unless the same was caused by negligence or imprudence or willful misconduct, as defined under the Civil Code of the Republic of Costa Rica, on the part of the Developer or the security company contracted by the Developer.

5.09	Non waiver of rights.-

	The circumstance that the Developer or the Lessor does not demand the compliance with any of the terms and conditions herein established, may not be considered as a waiver to the rights and actions granted by means of the present Agreement or the legislation applicable to the case.

5.10	Non-compliance on the part of the Lessee.-

	The lack of payment within the first ten natural days of the rent or any other payment responsibilities of the Lessee or the non-compliance with any of the clauses stated under clause 6.01 shall give reasons to consider the Lease Agreement as terminated and eviction action shall proceed, in which case the Lessee must recognize the damages it might have caused and the cost of any eventual judicial actions subject to applicable law.

5.11	Insurance.-

	The Lessee shall have All Risk insurance to protect the goods of his/her property inside the offices. The Developer, on the other hand, shall have All Risk insurance that includes the coverage against earthquake, fire and any other

	damage resulting from nature to protect the Real Estate and other related civil works. Both, the Developer as well as the Lessee, shall maintain their insurance at replacement values. In such insurance, there shall not be a subrogation right on the part of the insurers against the Developer or Lessee, as long as this is acceptable for the INS or the corresponding insuring entity. Neither the Developer, the Lessor nor the Lessee shall cover the deductibles of the other party, in case of loss.

5.12	Additional Parking Space.-

	Should the Lessee require a number of parking spaces in addition to the number of parking space made available to the Lessee, the Developer will verify if such number of parking spaces is available. Should the Developer determine that the parking spaces are available, then it will proceed to award them to the Lessee. The Developer will charge forty Dollars (US$40.00) per month for each additional parking space granted.

5.13	Vote of the Developer in the Joint Tenants.-

	The Developer hereby acknowledges and guarantees that it will vote negative in the condominium meeting regarding any issues or proposals that may have an adverse effect on the Lessee’s ability to use the Real Estate for its stated purpose under clause 2.01. Prior to the joint tenant meeting, the Developer shall communicate to the Lessee the content of the agenda to be known in the meeting. The Lessee shall communicate its decision to the Developer within the following two natural days if an issue included in the agenda produces an adverse effect. In case the Lessee does not notify in writing within the two-day term to the Developer, the Developer shall consider that the content of the agenda is approved by the Lessee, and that no adverse effect is considered in the agenda.

Section Six: Termination of the Agreement

6.00	Moment of Termination.-

	The Lessee shall remain obligated to pay the corresponding lease as long as it does not return the Real Estate’s keys in the same domicile indicated for the payment, even if it has vacated the same.

6.01	Termination in advance on the part of the Lessor and the Developer.-

	The Lessor and the Developer may terminate the present Agreement at any moment due to non-compliance on the part of the Lessee with the obligations established on clauses 3.00, 4.00, 4.03, 4.06, and 4.10 or any other cause expressly authorized by the legislation in effect (“Events of Default”). Once the Developer detects an Event of Default, it will communicate so in writing to the

	Lessee. The Lessee will have ten (10) calendar days (“Cure Period”) subsequent to the receipt of the communication to remedy the situation that is causing the Event of Default. If the Lessee does not amend the situation during the Cure Period or gives a satisfactory response to the Developer, at least requesting an extension of the Cure Period, and if it is unreasonable, the Lessor and the Developer will be entitled to terminate this Agreement with responsibility for the Lessee and the Developer will recover from them a satisfactory indemnification in accordance with clause 6.02.

6.02	Termination in advance on the part of the Lessee.-

	In case the Lessee wishes to terminate in advance the present Agreement, it must give a prior notice in writing to the Lessor and to the Developer with six months in advance of the expected termination date, pursuant to the following terms and conditions: If the Lessee wishes to vacate the Real Estate at any moment before the completion of the lease term, the Lessee shall pay as a penalty for early termination a sum equal to one year rent, at the then current monthly rental fee. Additionally, the Developer will be entitled to retain the Deposit without any objection by the Lessee. Should the Lessee intend to vacate the Real Estate at any moment after the third year of contractual relationship, the Lessee will communicate in writing to the Lessor and to the Developer at least six months before the termination date. As sole compensation for such termination, the Developer will be entitled to retain the full amount of the Deposit.

Section Seven: Final and Miscellaneous Provisions

7.00	Communications and Notices.-

	Any notice that the Parties are required to make in accordance with this Agreement, shall be made in writing by means of a personal delivery or any other written means, in which the remission and reception date are irrefutably recorded, and sent to the following addresses and during office hours:

	a) To the Lessor:	At Forum Business Center, Próspero Fernández Highway, Santa Ana, Costa Rica. Attention: Luis Manuel Castro Ventura Fax number. (506) 204-3141
	b) to the Developer:	At the administrative offices of Global Park, located in La Aurora de Heredia, to the attention of Carlos Wong. Fax number (506) 209-5960.
	c) To the Lessee	At the Exactus Building second floor, Global Park, located in la Aurora de Heredia, to the attention of General Telephone number: (408) 470-1116

		Fax number: (408) 470-1250. with copy to Bufete Odio & Raven, to the attention of Alberto Raven Odio or Alfonso Videche, Fax number (506) 253-1735 in

7.01	Governing Law and Dispute Resolution.-

	This Agreement shall be interpreted and governed in general by the laws of the Republic of Costa Rica and in particular by the General Urban and Suburban Lease Law in effect in Costa Rica.

	According to the Law “Ley sobre Resolución Alterna de Conflictos y Promoción de la Paz Social” No. 8828, approved on December 4^th., 1998 and published on January 14^th, 1998 in the Official Newspaper “La Gaceta” , particularly but not limited to article 22, it is accepted by the Parties that this Agreement shall be interpreted and governed by the laws of the Republic of Costa Rica.

	Any dispute or claim (“The Dispute”) with respect to the validity, construction or enforceability of this Agreement or arising out of or in relation to this Agreement, or for the breach hereof shall be initially resolved by the Parties in good faith within 30 Days (“the Initial Period”) from the day of notice by any of the Parties to the other Party as to the existence of a dispute or claim. If the Parties are unable to settle The Dispute within the period of time indicated before, the Dispute shall be finally settled by arbitration in Costa Rica by three arbitrators selected in accordance with the commercial arbitration rules of the Conciliation and Arbitration Chamber of the Costa Rican Chamber of Commerce. All rules of the Conciliation and Arbitration Chamber of the Costa Rican Chamber of Commerce shall apply to the arbitration and the arbitration process and for purposes of article 19 of Law 8828 it is agreed that, under such Law, the arbitration shall be considered an arbitration of law. The arbitrators should decided which party should be liable for the payment of all costs, expenses and fees related to the arbitration. Any such arbitration shall be conducted in the Spanish language.

	The arbitration award shall be well founded, in writing and shall be final and unapealable, with the exemption of the revision and nullity appeals, according to the rules of the Costa Rican Chamber of Commerce.

7.02	Amendments to the Agreement.-

	Any agreed modifications to the present Agreement must be done in writing and signed by the Parties. This clause shall be of special application for anything related with the lease price and its form of payment; therefore, no modification may be alleged, unless the previous procedure is followed.

7.03	Estimation.-

	The present Agreement is estimated in the sum of fifty thousand five hundred Dollars (US$ 50,500).

7.04	Notarization.-

	The Parties authorize reciprocally to notarize the present lease agreement; nevertheless, the other party must receive a copy of the respective testimony.

7.05	Vested Rights.-

	The Lessee recognizes that the present Agreement shall not create any right of use in his/her favor, or any equivalent one in virtue of which the eventual increase in the commercial value of the real estate shall be recognized for its use or occupation, and that in case such rights ever arose in reason of the legal applicable disposition or commercial practice, he/she transfers it, as of now, to the Lessor in the sum of one dollar, legal currency of the United States of America. The Lessee recognizes that this provision is essential to concrete the intention on the part of the Lessor to subscribe the present Agreement.

7.06	Headings.-

	The tiles used as headings for each clause and chapter of this Agreement are introduced to ease its reading and shall not be considered as part of the text thereof, to interpret its contents.

7.07	Incorporation of Exhibits.-

	The Exhibits identified in this Agreement are incorporated herein by reference and made a part hereof.

7.08	Survival.-

	All indemnities contained in any section of this Agreement shall survive the expiration or other termination of this Agreement with respect to acts or events occurring or alleged to occur during the term of this agreement and are expressly made for the benefit of, and shall be enforceable by any or all of the indemnified Parties.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on [as of] the date first above written.

(SIGNATURE PAGE FOLLOWS)

By/	/s/ [ILLEGIBLE]

	KPMG Fides (Costa Rica), S.A. -Lessor

By/	/s/ [ILLEGIBLE]

	Lessee-Align Technologies de Costa Rica, S.R.L.

By/	/s/ [ILLEGIBLE]

	Lessee- Align Technologies de Costa Rica, S.R.L.

By/	/s/ [ILLEGIBLE]

	Global Park, S.A. Developer

EXHIBIT LIST

Exhibit One	Conditions and characteristics of the Real Estate

Exhibit Two	Condominium Bylaws

Exhibit Three	Waste Water Treatment Plant Regulations

Exhibit One

Conditions and Characteristics of the Real Estate

[Building At Global Park Appears Here]

[LETTERHEAD OF ZÜRCHER ARQUITECTOS S.A.]

GENERAL DESCRIPTION PROJECT: A L I G N

The building is located at GLOBAL PARK in La Aurora, Heredia, Lot #10. The building is basically a pre-cast concrete structure that holds in the inside a mezzanine for corporate offices. The measurements of the building are 87 meters by 60 meters between axis with a free corner that define the main accesses, located at north east part of the building. It has a reception module that allows the visitor to access the production area, human resource department and administrative offices (second floor). It has 45 parking spaces on the front with one main vehicle entrance and exit on the same area (principal elevation).

It has an employee entrance that goes directly to lockers and bathrooms and then into the workstations. For the production area (926 workstations) it has bathrooms for women (12 toilets, 10 sinks) and for men (6 toilets, 6 urinals, 10 sinks). These are divided in two modules: one on east side and the other west side. It has 2 meeting rooms for 10 people each one, a facility storage, IT storage, IDF storage and 2 emergency exits one located on the south elevation and the other on west elevation.

The workstation module has a dimension of .70 cm x 1.20 cm each one and they are combine in groups of 20 creating an island that is separated from the next one with 2 meters walkway.

Under the mezzanine there is a cafeteria to hold 175 seats inside (a/c) and 36 seats in an outdoorroofed terrace, another bathroom facility that holds 8 toilets, 7 sinks for women and 5 toilets, 3 urinals and 7 sinks for men, 2 meeting rooms for 10 people each, telecom room and the human resource department.

This first floor has a total area of 5211 m².

SECOND LEVEL

On the second level, we have the Administrative offices which includes: Reception, 5 meeting rooms (one of them for 25 people), 2 bathrooms for women, 2 bathrooms for men (2 toilet, 2 sinks each one), a copy and paper station, 11 private offices, telecom room storage, file room, janitorial-supplies, 18 workstations and a training room with a capacity of 80 seats which can be also used as 2 more meeting rooms. On the west part of the mezzanine it will have a staircase that will connect in a more internal way the first floor with the second.

[LETTERHEAD OF ZÜRCHER ARQUITECTOS S.A.]

MATERIALS

The structure of the mezzanine will be a precast concrete element (columns and slab). All the partitions and ceiling will be on gypsum and some areas will also have drop ceiling, carpet floor with an exception of the bathroom area that will have ceramic tile. The doors in general will be on MDF material. There will be windows on both sides of the mezzanine one of them will be more like an internal elevation looking from the production area (first level). This mezzanine is inside the big “shell” (main building). The main building is also a pre-cast concrete structure with a height of 6.5 mup to the lowest roof beam. It’s basically combination of .40 x .40 cm concrete columns and 2.42 vertical and horizontal concrete panels (skin). It will have an insulated roof system that is made of two layers of galvanized iron and 2 inches of insulation. The floor of the production area will be on carpet. There will be exposed elements such as ducts, lighting, voice and data cable, and power lines running through the roof structure and then connected to each workstation island.

Exhibit Two

Condominium Bylaws

TWELFTH: CONDOMINIUM AND MANAGEMENT BYLAWS: In compliance with Articles Thirty-Three and Thirty-Four of THE LAW, the Condominium and Management Bylaws of CONDOMINIO GLOBAL are constituted, which shall regulate the relations of the condominium owners: DEFINITIONS. The following words will be understood, for all of the purposes of this Bylaws, according to their respective definitions, to whit: ADMINISTRATOR: The individual or corporation named to exercise the management of the Condominium according to the procedures described in this Bylaw; SHARED AREAS OR ELEMENTS: Shared elements should be understood as all those zones that are set aside for shared use and enjoyment, within which we can mention the following, without restriction: green areas, spaces set aside for pedestrian circulation, sidewalks, streets, access ways, surveillance posts, electrical substations, water reservoir tank, drinking water systems, fire extinguisher systems, treatment plant, pump station, control booth, as well as those which are stipulated as such by Law, the building blueprints and the Condominium deed of constitution; RESTRICTED USE SHARED AREA: These will be those shared areas that the Condominium Owners’ General Meeting shall determine by a vote of two-thirds of the total value of the Condominium, which shall be used only by one or multiple specific joint owners as a result of their industrial or commercial operational needs within the Condominium, resulting from the location of the shared area or because of any circumstance which in the judgment of the Owner’s General Meeting justifies that the use and enjoyment of the shared area be restricted to one or several specific joint owners, either through a direct request made to the Meeting or because the Meeting so decides. BUILDING COMMITTEE: The official body designated by the Condominium Owners’ General Meeting to approve, inspect and regulate construction within the Condominium and within its subsidiary areas and the Independent Condominiums,

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which shall ensure compliance with the architectural, urban, building, structural, esthetic and landscape standards of the Condominium and the Independent Condominiums, over which it shall also exercise all of its attributes. THE CONDOMINIUM: Condominio Global. INDEPENDENT CONDOMINIUM: That which shall be formed by subjecting each subsidiary property of Condominio Global to the Condominium Property System. The independent condominium bylaw will be subject to the stipulations of the Condominio Global Bylaw, and to the Building Bylaw, and will be subject to the Building Committee of Condominio Global. CONDOMINIUM JOINT OWNERS: These are the individuals or companies, who/which reside in the Condominium or not, which hold property title over the subsidiary properties of the Condominium. In the case in which the subsidiary property is at the same time the parent property of an independent condominium, such condominium will be considered a joint owner of Condominio Global and shall participate in the Meetings and voting of Condominio Global under one single representation which shall have one single opinion and orientation to vote in regard to the matters that are heard in each Meeting. ORDINARY AND EXTRAORDINARY MAINTENANCE FEE: A proportional part of the general expenses that the joint owners are obligated to cancel and which shall be set according to the square meters of developed private area in each subsidiary property, i.e., the developed private area within the Condominium’s property coefficient in relation to the Condominium’s total area. There shall be no obligation to pay neither an ordinary nor an extraordinary maintenance fee for undeveloped private areas. EXECUTIVES: Administrators, legal representatives and corporate executives in general who are installed in the Condominium. SUBSIDIARY PROPERTY: Each one of the lots that make up the Condominium, duly identified by a Lot number, and which shall be subject to different stages of development, all of which constitute the private areas of the Condominium.

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SHARED EXPENSES: Shared expenses will be understood to be those which refer to the management and maintenance of the Condominium which the joint owners are obligated to contribute to in a manner which is proportional to the percentage of their private property with regard to the overall value of the Condominium, i.e., the percentage that corresponds to their property within the stated total value. Shared expenses are those which are established by Law, the collection of solid wastes, security, shared area maintenance, as well as those expenses which are specified by the Condominium Meeting by recommendation of Condominium Management in compliance with its obligations. LAW: The Regulating Law of Condominium Property, Law Number seven thousand nine hundred thirty-three of November Twenty-Five, Nineteen Ninety-Nine, and its reforms. ADMINISTRATIVE STAFF: Individuals in general who render personal services to the companies which are installed in the Condominium or to the Administrator thereof. PROPERTY OF THE CONDOMINIUM: This is understood to be all of the area described in the Deed of Constitution of the Condominium which subjects said area to the Condominium Property System, including all of the corresponding improvements and entitlements thereto. SERVICE PROVIDER: The individual or company which the Administrator of the Condominium will be empowered to hire to provide the general services that the joint owners pay through their maintenance fee. BYLAW: The current Condominium and Management Bylaw of Condominio Global. BUILDING CODE: The Code will be established by the Building Committee for the approval, inspection and regulation of construction within the Condominium, within its subsidiary properties and Independent condominiums, and shall specify and develop the architectural, urban, construction, structural, esthetic and landscaping standards for the Condominium and the Independent Condominiums. AFFILIATED SUBSIDIARY: The subsidiary properties of the Independent Condominiums.

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[Floor Plan Appears Here]

WORKERS: Individuals in general who render personal service to the companies installed in the Condominium. VISITORS: These are people who visit the Condominium for any reason, either invited by Management or by the joint owners, lessees, occupants or holders, under any title, or those people who work doing repairs, maintenance, construction, cleaning, or who simply visit, or people looking for work, with the exception of the administrative personnel and executives and workers of the companies which are installed in the Condominium. FIRST CHAPTER: SCOPE AND TERM: FIRST ARTICLE: General obligatory nature: This Condominium and Management Bylaw is obligatory on all the joint owners, lessees, occupants or holders under any title derived from the property in condominium, as well as any visitors to whom it may apply. Also, it will be obligatory on the successors of those rights or people who are entitled thereto under any title, lessees or subleases, as well as anybody, either individual or corporation, who under private contract or court ruling should acquire the property, possession thereof, the use and enjoyment of any of the subsidiary properties resulting from the Condominium, which shall be governed by Law, as well as the terms and conditions of the Deed of Constitution of the Condominium. Condominio Global is planned in such manner that each one of its subsidiary properties may be constructed and subjected to different stages of development which shall be independent one from others, each of which subsidiary properties shall be capable of being converted into the parent property of an independent condominium, without thereby losing its nature as a subsidiary property to the Condominium, in other words, all of the stages of development will always be connected as part of a general whole which shall enjoy the same services and shared areas. Consequently, the bylaw of each one of the independent condominiums which will be constituted by each of the subsidiary properties shall be in complete harmony and uniformity with this Condominium and Management Bylaw, which

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shall be generally applied and abided by the Condominium, and its stipulations shall prevail in the case of discrepancy, omission or confusion, over the stipulations of the Condominium and Management Bylaw of the independent condominiums that are constituted by each one of the subsidiary properties that make up the Condominium, since they, even if they become the parent properties of new independent condominiums, shall conserve their nature as subsidiary properties to Condominio Global. SECOND ARTICLE: Irrevocability: Should there exist any reserved private contract subscribed between the persons indicated in the preceding article which in any manner modifies, alters, or revokes the legal system established by Law and this Bylaw, it shall be found null for all purposes and shall lack validity in regard to the joint owners of the Condominium and in regard to third parties, as well as any stipulation of the internal management regulation of each one of the independent condominiums which may be constituted by the subsidiary properties of the Condominium which modify, alter, revoke the stipulations of this Bylaw. Expressly excluded from this provision are the documents that are mentioned in the Twenty-Ninth Article of this Bylaw, which are acknowledged as valid and binding on all the joint owners. THIRD ARTICLE: Reforms: This Bylaw shall be duly approved and enter in effect from the moment in which the Condominium is registered in the Public Registry. Any reform to this Bylaw, as well as the emission of new text shall correspond solely and exclusively to the Condominium Owners’ General Meeting, by unanimous decision of all the Condominium owners, according to the provision of Article Twenty-Seven, Paragraph 5, of the Law. In accordance with the above, any reform or draft of a new Bylaw must be verified by public deed and registered in the Public Registry, if such procedure is possible. SECOND CHAPTER. PRIVATE ASSETS AND SHARED ASSETS.—Private Assets: The Condominium consists of thirteen subsidiary properties which are described as land for the

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construction of office buildings, industrial or commercial units, and which make up the private area of the Condominium. Each one of the subsidiary properties has been identified by means of a lot number, as appears on the corresponding blueprint as well as in the deed of constitution. The joint owners acquire, together with the subsidiary or private assets, the right to use the shared elements that are defined by Law and this Bylaw, as well as those entitlements and obligations which are acknowledged and imposed by this Bylaw. In such manner that each one of the joint owners may hold and derive from the entitlement that they may have over the subsidiary property understood to be the private area, the right to enjoy all of those elements of the Condominium that are stipulated for shared use and are necessary for its existence and conservation. FIFTH ARTICLE: Shared Assets: Shared assets will be understood to be civil infrastructure works, such as: vehicular access ways and on-site concrete or paved roads, sidewalks and gutters with their respective curbs, the rainwater runoff system, sanitary waste system, drinking water system, power distribution and exterior lighting grid, telephone and cable TV network, irrigation system, waste water treatment plant, green zones and parks, master power control room, water supply control room, surveiiiance and vehicular access control stations, and perimeter fence, as well as any other urban development required according to law in keeping with the type of industrial or commercial development to be executed in the Condominium, as well as those set forth in Article Ten of the Law. the Condominium expressly gives the right of way through the shared areas to all government and local agencies that govern or regulate basic public utilities, such as Empresa de Servicios Públicos de Heredia¹ ESPH, in the case of the private supplier of water and power service, the Costa Rican Institute of Electricity ICE, Costa Rican Institute of Aqueducts

TN—Heredia Public Utilities Company

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and Sewers AyA, Radiográfica Costarricense S.A.² RACSA, and any other data communications or general services company of the Condominium which may have been previously approved and contracted by Management or by the Condominium Owners’ General Meeting to execute work necessary for the operation and maintenance of the shared areas. Likewise and under Article Twenty-Seven of the Law, shared assets will be those which are qualified as such by the Condominium Owners’ General Meeting, even if they are not so by nature, or also those originated out of the necessity, security, health, access, ornamentation and conservation of the Condominium. SIXTH ARTICLE: The relationship between private and shared assets: No joint owner may be limited in the rational use and enjoyment of shared things, nor may any person allege entitlement to greater use of those things because the percentage of ownership of a private area may exceed that of other joint owners in accordance with the provisions of Law. The rights of each joint owner in regard to shared things may not be pledged, encumbered, attached, or transferred to separate dominion, as they are inherent property rights of the subsidiary property and are consequently inseparable therefrom. The pecuniary liability of the joint owner in regard to shared assets shall be determined on the basis of the percentage of developed privately-owned area that the owner’s subsidiary property represents with regard to the overall area of the Condominium, and renouncement of the use and enjoyment of shared things, be it express or implied, shall not relieve the joint owner from responsibility in regard to the conservation and reconstruction of said assets, o even from the payment of maintenance fees, together with any obligation derived from the Condominium Property System, meaning that the joint owners’ liability in regard to shared assets are inalienable. Those assets for shared use and enjoyment may be subjected to leasing, prior agreement of the Condominium Owners’ General Meeting by a vote

TN—The local telecommunications company

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which shall not represent less than two thirds of the total value of the Condominium. SEVENTH ARTICLE: Use of shared assets: The owners are obligated to ensure the due use of the shared assets of the Condominium, as well as to notify the Administrator of any situation, fact or act which jeopardizes the security and conservation of those assets. Each joint owner, lessee, occupant or holder, or any individual or corporation which occupies a subsidiary property, independently from the owner thereof, shall be responsible for damages caused to shared things through fault or negligence, or by its tenants, employees, salespeople, or visitors, and they will be liable to cover the costs incurred for repairs, failing which the sanctions set forth herein will be applied. Also, all of the joint owners, lessees, occupants and holders under any title shall abstain from all acts, even within their own property, which impede or lessen the efficiency of the operation or use of the shared areas. EIGHTH ARTICLE: Improvements to shared assets and maintenance: Under Article Thirty of the Law, the Administrator is responsible on behalf of the Condominium Owners’ General Meeting for the care and surveillance of the shared assets and services, the care and operation of the installations and general services, as well as of all of the conservation processes of the Condominium. Furthermore, the Condominium Owners’ General Meeting may set the corresponding guidelines for the Administrator to perform his/her duties, and particularly regarding the care of the shared assets. Improvements to the shared assets shall be approved in the Condominium Owners’ General Meeting according to Article Fourteen of the Law in the following manner: a) Necessary improvements shall be approved by owner votes representing a simple majority of the value of the Condominium, and b) Useful improvements, by owner votes representing two thirds of the value of the Condominium. The joint owners, lessees, occupants or holders, under any title, are obligated to permit and support the

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annoyance caused by maintenance work in shared and private areas, as well as conservation work and repairs. Consequently, the access and throughway of the people in charge of overseeing, directing and performing such work shall be allowed in all of the areas of the Condominium that are involved in maintenance. The Administrator, on his/her part, shall implement all pertinent measures to ensure that the maintenance work produces as little annoyance or damage as possible. THIRD CHAPTER. GOVERNING AND ADMINISTRATION BODIES: NINTH ARTICLE: On the Condominium Owners’ General Meeting, meetings, convocation and quorum: The Condominium Owners’ General Meeting is the Supreme Organ of the Condominium and therefore its governing body, and its decisions are binding on all the joint owners, lessees, occupants or holders, under any title, of the subsidiary properties or areas of the Condominium. The Condominium Owners’ General Meeting is formed by all the joint owners, either individuals or corporations, which hold property title over the subsidiary properties of the Condominium. The meetings of the Condominium Owners’ General Meeting must be held ordinarily according to law and this Bylaw at least one time per year during the month of November, and extraordinarily when so convoked by a number of owners who shall represent one third of the total value of the Condominium or by the Administrator in performance of his/her duties under Article Twenty-Five of the Law or when so stipulated during a preceding General Meeting. Quorum to call the General Meeting to order on the First Convocation will be formed by joint owners representing a minimum of two thirds of the total value of the Condominium, and by any number of joint owners present for the Second Convocation. All convocations shall be issued in writing and with acknowledgment of receipt by any adult person in his/her right mind who may be working at the domicile of the joint owners which they notified to the Condominium Management for

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that purpose. In cases in which the subsidiary is also the parent of another condominium, notice of convocation must be delivered to the office of the administrator of the Independent Condominium. At the option of the Condominium Management, convocation must be made by means of a publication in a national newspaper at least ten business days in advance of the date on which the General Meeting will be held, without considering the day of the publication or the date of the meeting when calculating said period. Convocation notices must specify the agenda with specific issues for consideration, as no miscellaneous matters will be allowed; the place, date and time set for the first and second convocations. Failure to fulfill any of the above-stated requisites will result in the annulment of General Meeting to be held. Once the General Meeting is convoked, those subsidiary properties which are also the parents of independent condominiums must hold their own General Meetings in advance to delineate a single position to be taken in regard to the issues submitted for consideration on the agenda in the convocation of Condominio Global, as well as to appoint a representative to attend the General Meeting and vote according to instructions. In that case, the General Meeting of each individual subsidiary condominium will hear or resolve its own internal issues, which may not have been previously included or described in the agenda of convocation of Condominio Global, though point number one of convocation and the primary reason for convoking the meetings shall be to appoint the representative and provide voting instructions for the Condominio Global General Meeting. The Condominium’s General Meeting will be presided over by the Administrator, except that the duly constituted General Meeting should agreed otherwise by simple majority vote of the attendee owners. TENTH ARTICLE: General Meeting competence and qualified votes: It is the competence of the Condominium Owners’ General Meeting to resolve matters of shared interest that do not fall within the

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powers and obligations which shall be specified below for the Administrator. The Ordinary Meeting shall hear the Administrator’s report and accounts, approve the budget of the following year and determine how to fund said budget. The following agreements are the exclusive to the Condominium Owners’ General Meeting and require unanimous approval of all the owners: a) Those which modify the general destination of the condominium. b) Variations of the proportional areas of the subsidiary properties with relation to the total area of Condominium or the area of the shared assets. c) Renouncement of the condominium property system. d) The encumbrance or pledging of the totality of the Condominium. e) Modification of the deed of constitution or this Bylaw. f) Variation of the specific destination of a subsidiary property. g) Variation of the destination of existing shared assets. h) Modification of the general guidelines of the Condominium’s architectural language and the construction quality standards established herein. i) Modification of the constitution of the Building Committee membership and alternate within their term of appointment, removing them from their posts. Excluded are the cases of resignation of some member or alternate in which case the substitution will be made as established in the Sixteenth Article of this Bylaw. Furthermore, approval by at least two thirds of the votes of the total value of the Condominium will be required: a) To build new floors or basements, to dig or authorize one of the joint owners lessees, occupants or holders, under any title, to conduct any work. b) To acquire new shared assets or specify in any manner how they may be utilized, as well as to destine parts or sections of the Condominium as joint-owned property which are not so by nature or which are essential to the existence, security and conservation thereof. Also, to restrict shared use areas to one or several of the Condominium joint owners as defined in this Bylaw. c) To authorize shared things to be leased. d) To approve the total or partial reconstruction of the

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Condominium. e) To determine the amount of insurance coverage that must be taken out on the Condominium, beyond the coverage stipulated by law. f) To modify the Building Code set by the Building Committee. Under Article Twenty-Seven of the Law, when, in all of the preceding cases, a single owner represents less than fifty percent of the total value of the condominium, the remaining fifty percent of votes met in General Meeting will be required to resolve the stated agreements All other agreements, except the Administrator’s appointment, as well as removal o to hear his/her resignation and the determination the amount of remuneration for his/her services, will be resolved by simple majority of the Condominium Owners’ General Meeting attending votes, such as and without being limited to the amount of the Condominium’s maintenance fee which each owner must cover in proportion to the value of that owner’s subsidiary property, as well as the determination and authorization of extraordinary maintenance fees. The Condominium Owners’ General Meeting may delegate its powers provided that it is not against the law or this Bylaw. All vote counts during Condominium Owners’ General Meetings will be calculated on the basis of the private area in square meters, in other words, each subsidiary property vote will count and be added up according to the percentage of ownership with regard to the total area of the Condominium that is specified in the description of the registered subsidiary properties of the Condominium. ELEVENTH ARTICLE: Representation in the Condominium Owners’ General Meetings: The joint owners may be represented in the Condominium Owners’ General Meetings by general or universal proxies, duly qualified by a notarized affidavit no older than five calendar days, or by a proxy granted to any person, owner or not, which the proxy holder must submit in original, duly authenticated by an attorney. In those cases in which the subsidiary property is also the parent property of another independent condominium, it must be represented in the

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Condominium Owners’ General Meetings by a special holder duly appointed for that purpose by the General Meeting of Owners’ of such independent condominium subsidiary property, who may be the administrator of the Independent Condominium. The special power of attorney granted for these purposes must be legalized and the special holder must accredit such legalization by presenting the original affidavit of the deed of legalization of the agreement, which shall specify the matters that the special holder may vote on, and how the holder should vote, and which matters may be discussed by means of a brief description of the arguments. Also, in the case in which the same subsidiary property belongs to more than one owner, or if rights of real usufruct or simple possession have been constituted thereupon, both the co-owners as well as the real property title holders and bare property holder shall be represented by one single person in the General Meetings, producing one single vote for the subsidiary property according to the provisions of law in regard to the person who is entitled to vote or by a legitimate decision of the parties, in which case the respective proxy letter, authenticated by a lawyer, shall be submitted. TWELFTH ARTICLE: The Condominium Books: All General Meeting resolutions shall be consigned in a Minutes Book that will be kept by the Condominium for that purpose, which shall be duly legalized by the Condominium Properties Section of the Public Registry under Article Twenty-Eight of the Law. The Minutes shall be signed by the President and Secretary of each General meeting. Also, the remaining accounting books will be kept as needed for the order, control and reporting capability of the Condominium management, which must also be legalized by said agency, or otherwise by the General Office of Internal Revenue. THIRTEENTH ARTICLE: On the Administrator, Appointment, fees, removal, resignation and substitution: The Condominium Management shall be in charge of an Administrator, who may be an individual or corporation, a

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joint owner or not, who in regard to the Condominium and the shared assets shall have universal powers of attorney without limit of sum according to Article One Thousand Two Hundred Fifty-Three of the Civil Code. The Administrator will remain in the position for a period of five years beginning on the date of appointment by the Condominium Owners’ General Meeting and may be reelected indefinitely for equal and consecutive periods. In the case of electing a corporation, it will designate an individual who will execute the corresponding functions in its name and behalf. The appointment of the Administrator shall be made by a two thirds vote of the total value of the Condominium in the Condominium Owners’ General Meeting convoked for that purpose, from among the candidates proposed by any joint owner, the Condominium Owners’ General Meeting, or the outgoing Administrator. The Administrator will earn a monthly fee which will be set by the Condominium Owners’ General Meeting that chooses him/her/it, which will be reviewed one time per year. The Administrator who is appointed for the Condominium may be removed prior to the expiration of the term of appointment by a vote representing two thirds of the total value of the Condominium and for causes which may be discussed and resolved in the General Meeting convoked for that purpose. The Administrator may resign at any time, due to which a Condominium Owners’ General Meeting must be convoked and reported to at least sixty calendar days in advance of the date on which the resignation becomes effective, so that the Condominium Owners’ General Meeting may resolve the substitution, and receive and approve the Administrator’s final management report during that term. The Condominium Owners’ General Meeting shall appoint a Commission, which the outgoing Administrator may be on, to find suitable candidates to manage the Condominium within a term of thirty calendar days beginning on the submission date of the Administrator’s resignation, and it shall submit a recommendation

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