BOWER HILL AT MOUNT LEBANON

PROPRIETARY LEASE

INDENTURE OF LEASE, made the _______ day of ___________, 20__, by and between BOWER HILL AT MOUNT LEBANON CO., a corporation organized under the laws of the Commonwealth of Pennsylvania, hereinafter called "Lessor", and __________________, a shareholder of Lessor in good standing, hereinafter calleed "Lessee";


WITNESSETH
WHEREAS, Lessor is the owner of a cooperative housing project generally known as Bower Hill at Mount Lebanon consisting of two (2) buildings, The General Neville, 1150 Bower Hill Road (Building 1) and the Brackenridge, 1160 Bower Hill Road (Building 2), Municipality of Mount Lebanon, County of Allegheny, Commonwealth of Pennsylvania, hereinafter sometimes called the "Apartment Community"; and

WHEREAS, Lessee is the owner of certain shares of the common stock of Lessor to which this lease is appurtenant, which have been allocated to Apartment No._______ in Building _____, called the _________________ (herein referred to as the "Apartment");

NOW THEREFORE, intending to be legally bound, Lessor hereby leases to Lessee, and Lessee hearby hires and takes from Lessor, the Apartment, subject to the terms and conditions set forth herein and in Lessor's Articles of Incorporation and By-Laws of the Lessor.

ARTICLE I

TERM

A. The term of this Lease shall commence on the date hereof and shall continue until the last day of the month following the three (3) year anniversary of the date hereof, unless the term shall sooner expire as hereinafter provided. This lease will automatically renew itself for additional successive terms of three (3) years each; provided however that if the standard form of Proprietary Lease has been changed at any time prior to any termination date the Lessor and Lessee will enter into a new lease in the form most recently adopted by the Lessor's Board of Directors. In the event that a new lease is not entered into for any reason, the renewal(s) of this Lease will be deemed to include any revisions adopted by Lessor's Board of Directors.

ARTICLE II

CARRYING CHARGES

A. Cash Requirements Defined. The cash requirements above referred to shall be the aggregate sum needed to enable the Lessor to pay all estimated costs and expenses and outlays of Lessor arising out of or connected with the ownership, maintenance or operation of the Apartment Community, after giving consideration to (a) income reasonably expected to be received (other than carrying charges under proprietary lease) and (b) surplus which the Board of Directors of Lessor, in its discretion, may deem applicable. Said sum may include, among other things, taxes, assessments, water charges, sewer rent, electricity, heat, gas, garbage and trash collection and other utilities, insurance premiums, operating expenses, including salaries, wages, fringe benefits and employment taxes, legal and accounting fees, management fees, alterations, improvements, replacements and repairs, expenses and liabilities incurred by Lessor under or by reason of this or other leases, interest on mortgages or other indebtedness, mortgage or other indebtedness amortization payments, the payment of any other lien or charges, the payment of any deficit remaing from a previous period, and the creation of a reasonable contingency or other reserve or surplus fund and expenses for other corporate or other purposes.

B. Lessee's Proportionate Share. The proportionate share of the cash requirements of Lessor to be paid by Lessee shall be a sum bearing to the aggregate amount of such cash requirements the same ratio as that which the amount of issued and outstanding shares of Lessee bears to the total number of shares of Lessor issued and outstanding; provided, however, that if any Lessee's monthly carrying charges have been abated pursuant to Article III C, such charges shall not be included in the total number of issued and outstanding shares of the Lessor.

C. Board of Directors. The Board of Directors of Lessor shall have discretionary power to determine the amount of Lessor's cash requirements and to prescribe the manner of maintaining, operating, caring for, and improving the Apartment Community. Every such determination by the Board of Directors shall be final and conclusive to all lessees. The Board of Directors shall provide the budget to all Shareholders and/or shall set a date for a meeting of the Shareholders for ratification of the budget in accordance with the By-Laws and the requirements of Section 4303 of the Real Estate Cooperative Act of Pennsylvania, as may be amended. 68 Pa. C.S. 4303(c).

2

D. Annual Determination of Cash Requirements. The Board of Directors of Lessor, at least once annually, by resolution shall determine the amount to be paid by all lessees under proprietary leases to enable Lessor to pay all estimated cash requirements for the next year. The Board of Directors of Lessor may, from time to time, increase or diminish the amount previously fixed or determined for such year. The omission by the Board of Directors of Lessor, before the expiration of any year, to estimate its cash requirements for that or the next year or to fix and determine the amount to be paid by all lessees under proprietary leases to enable Lessor to pay all such cash requirements, shall not be deemed a waiver or modification in any respect of the covenants or provisions of this lease, or a release of Lessee from Lessee's obligation to pay his share of Lessor's cash requirements. In such event, Lessee's share for the proceeding year shall continue until a new share shall be fixed.

E. Monthly Carrying Charges. Lessee's share of the amount to be paid by all lessees under proprietary leases to enable Lessor to pay all estimated cash requirements for each year during the term hereof shall be payable in twelve equal monthly installments ("Monthly Carrying Charges:) on the first day of each month in advance. Lessee's share of any Monthly Carrying Charge for a period of less than one year or one month shall be duly apportioned.

ARTICLE III

THE LESSOR HEREBY COVENANTS WITH THE LESSEE, AS FOLLOWS:

A. Maintenance and Repairs. Lessor shall continue to maintain and operate the Apartment Community as a first-class community consistent with its practices in the past. Lessor (a) shall keep the lobbies, corridors and stairways clean and properly lighted and heated, and the elevators properly lighted and in good working order, (b) shall provide the number of attendants and the staff requisite, in the judgement of its Board of Directors, for the proper care and servicing of the Apartment Communiy as a first-class apartment community, (c) shall without extra cost to Lessee, provide the Apartment with a proper and sufficient supply of hot and cold water, heat, and air-conditioning, and (d) shall provide standard maintenance, i.e. capable of being handled by personnel employed by the Lessor, and shall replace with standard inventory, doors, doorknobs and hinges, standard electrical lighting switches and fixtures Other than fixtures installed by the Lessee), railings, commodes and other plumbing in the Apartment unless repair or replacement is necessitated by conduct of the Lessee. The covenants by Lessor herein contained are subject, however, to the discretionary power of the Board of Directors of Lessor to determine from time to time the manner of maintaining and operating the Apartment Community as a first-class apartment community and also whether or not existing services shall be increased, reduced, changed or modified. Lessor shall keep the Apartment Community and the doors, walls, floors, ceilings and windows in the Apartment in good repair including without limitation its foundations, supports, beams, roofs, gutters, balconies, fences, cellars, the gate house, entrance, and roadways, parking areas, sidewalks, windows, elevators, corridors, pumps and tanks, pipes for carrying water or gas, drain pipes, electrical conduits, all plumbing, heating and other apparatus intended for the general service of the Apartment Community. Notwithstanding the foregoing, however, Lessors obligation to put and keep any part or all of the Apartment in good repair shall not be deemed to impose any obligation on Lessor (a) to repaint surfaces or install or replace wallpaper in the Apartment, or (b) to refinish or recarpet floors located therein, or (c) to repair or replace fixtures not acquired by Lessee from Lessor, or (d) to maintain repair and/or replace any stove, range, refrigerator/freezeer or dishwasher, regardless of whether or not the same was purchased by Lessor or Lessee. Lessee shall give prompt notice of any accident or defect known to Lessee and requiring repairs to be made; and all such repairs required to be made by Lessor shall be at the expense of Lessor, unless the same shall have been rendered necessary by the act or neglect or carelessness of Lessee, or any

3

of the family, guests, agents, invitees, employees or subtenants of Lessee was not fully insured against the same, in which case the expense or the uninsured portion thereof is to be borne by the Lessee. Except as otherwise provided herein, maintenance and repair of fixtures shall be defined in the current House Rules.

B. No Diminution of Monthly Carrying Charges. There shall be no set off of any kind including diminution of Lessee's Monthly Carrying Charges for the failure of Lessor to perform any service or obligation or for the interruption or curtailment of service, whether such failure, interruption, or curtailment shall be due to accident or to alterations or repairs desirable or necessary to be made, or inability or difficulty in securing supplies or labor, or to any other cause not involving gross negligence on the part of the Lessor.

C. Damage to Apartment. If the Apartment shall be partly damaged by fire or other cause, it shall be repaired as speedily as is reasonably possible, at the expense of the Lessor, and, in case the damage shall be so extensive as to render the Apartment partly or wholly untenantable, Lessee's Monthly Carrying Charges hereunder shall porpotionately abate until the Apartment shall again be rendered tenantable, but if said damage shall be caused by the act or negligence of Lessee or the agents, invitees, employees, guests or members of the family of Lessee or any occupant of the Apartment, there shall be no such abatement, and, in case of

4

the total destruction of the building by fire or otherwise, said Monthly Carrying Charges shall be paid up to the time of such destruction, and, thereupon, this lease and all rights and obligations of the parties hereunder and the tenancy hereby created shall wholly cease and expire; provided, however, that if Lessor shall elect to rebuild the building, this lease shall be reinstated as of such time as the Apartment may again be ready for occupancy.

ARTICLE IV

LESSEE HEREBY COVENANTS WITH LESSOR, AS FOLLOWS:

A. Payment of Monthly Carrying Charges. Lessee will pay Lessee's Monthly Carrying Charges to Lessor, or to its managing agent, upon the terms, at the times and in the manner herein provided, without any deduction on account of any set-off or claim which Lessee may have against Lessor. If Lessee shall fail to pay Monthly Carrying Charges when the same become due, Lessee, at Lessor's option, shall pay an adminstrative fee of Twenty-five ($25.00) per month.

B. Rights Upon Default. In the event that Lessor obtains possession of the Apartment because of default by Lessee of any of the terms and conditions of this Lease, including the payment of Lessee's Monthly Carrying Charges, or on the expiration of the term pursuant to a notice given as provided in Article V hereof upon the happening of any event specified in subsections 1-6 of paragraph A of Article V, Lessee shall continue to remain liable hereunder and Lessor may, at its option, from time to time, sublet the Apartment as the agent of the Lessee, in the name of Lessee or its own name, for a term or terms which may be less than or greater than the period which would otherwisehave constituted the balance of the terms of this lease. In connection therewith, Lessor may grant concessions or free rent, in its discretion. If lessor sublets the Apartment as agent for Lessee, it shall, after reimbursing itself for its expenses in connection therewith, including a reasonable amount for cleaning, decorations, alterations and repairs in and to the Apartment, brokerage commissions, and attorney's fees. apply the remaining avails of such subletting against Lessee's continuing obligations hereunder, accounting to Lessee annually for the surplus, if any. If at any time or from time to time there shall be a deficiency between the avails of such subletting and Lessee's continuing obligations hereunder, Lessee agrees to pay the same from time to time immediately upon demand; provided, however, that if Lessor enters into a new proprietary lease for the Apartment or assigns this lease and the Shares of Lessor allocated to the Apartment pursuant to paragraph D of Article V, Lessor shall have no further duty to account to Lessee except for the period preceding the date such new proprietary lease or assignment becomes effective, and

5

Lessee shall be under no further liability hereunder for sums accruing after the date such new proprietary lease or assignment becaomes effective (without prejudice, however, to such new lessee-shareholders rights against Lessee).

If Lessee shall at any time and in conformity with Lessor's By-Laws sublet the Apartment and shall default in the payment off Lessee's Monthly Carrying Charges, Lessor may, at its option, so long as such default shall continue, demand and receive from any subtenant of Lessee occupying the Apartment, the rent due or becoming due from such subtenant to Lessee, up to an amount sufficient to pay all sums due from Lessee to Lessor, and Lessee agrees that any such payment of such rent to Lessor shall be deemed to be rent under the sublease in discharge of the rental obligation of such subtenant to Lessee, to the extent of the amount so paid.

C. House Rules. Lessee acknowledges receipt of certain house rules established by Lessor. Lessor may from time to time hereafter establish such other reasonable house rules as its Board of Directors may deem necessary for the management and control of the Apartment Community and, from time to time may also alter, amend and repeal such rules. This lease shall be subject to such rules in all respects and when a copy thereof has been furnished to Lessee, such rules shall be made a part hereof and Lessee shall obey all such rules and see that they are observed by the family, guests, agents, invitees, employees and subtenants of Lessee. Lessor shall not be responsible to Lessee for the non-observance or violation of such rules by any other lessee or person other than employees of Lessor.

D. Use of Premises. Lessee shall not, without the written consent of Lessor, occupy or use the Apartment, or permit the same or any part thereof to be occupied or used, for any purpose other than as a private dwelling apartment for Lessee, memberrs of the Lessee's family as hereinafter defined, and employees and servants of Lessee. The term "members of Lessee's family" as used in this lease, shall be deemed to mean the following class of persons: The spouse, parents, siblings and children of Lessee (or, if lessee be more than one person, of any of Lessees). Lessee shall not permit or suffer anything to be done or kept in the Apartment which will increase the rate of fire insurance on the building in which the Apartment is located or the contents thereof, or which will interfere with the rights of other lessees or annoy such lessees by unreasonable noises or otherwise, or which will obstruct the public halls or stairways of the building. Lessee will comply with all the requirements of governmental or regulatory authorities and will with all laws, ordinances, rules and regulations with respect to the occupancy or use of the Apartment.

6

If, by reason of the occupancy or use of the Apartment by Lessee, the rate of fire insurance on the building or its contents shall be increased, Lessee shall be liable for the additional insurance premiums upon all policies covering the Apartment Community, and Lessor shall have the right to collect the same, when charged to Lessor, as an additional Carrying Charge for the Apartment.

E. Subletting and Assignment.

(a) Lessee shall not sublet the whole or any part of the Apartment for any term to any person or persons or, except as provided in this paragraph E nor permit the same to be occupied by any persons other than members of Lessee's family, Lessee's employees and servants, unless written consent thereto shall have been duly given by a majority of directors of Lessor or two-thirds (2/3) of the shareholders of Lessor. Such consent shall be evidenced by an instrument, in writing, signed by an officer of Lessor pursuant to due authorization. The Board of Directors or shareholders of Lessor, as the case may be, may condition any consent given to a proposed subletting upon compliance by Lessee with any requirements made with respect to such subletting and upon the payment by Lessee of all expenses incurred by Lessor and/or shareholders in connection with such subletting, including legal fees.

Notwithstanding the foregoing, no consent or payment of any kind shall be required with respect to any subletting by Lessee to a member of Lessee's family, as hereinabove defined.

Lessee shall not assign this lease or transfer the Shares allocated to the Apartment or any interest therein, except in accordance with Lessor's By-Laws, and no such assignment or transfer shall take effect as against Lessor for any purpose, until:

(i) an instrument of assignment, executed and acknowledged by the assignor, shall have been delivered to Lessor;

(ii) an agreement by the assignee assuming and agreeing to perform and comply with all of the covenants and conditions of this lease to be performed or complied with by Lessee from and after the effective date of the assignment shall have been executed and acknowledged by the assignee and delivered to Lessor (but no such assumption agreement shall be required if the assignee surrenders the assigned Lease and enters into a new proprietary lease for the Apartment for the remainder of the term as herein provided);

7

(iii) the Shares of Lessor allocated to the Apartment shall have been duly transferred to the assignee, with any required transfer stamps affixed;

(iv) (1) all sums due from Lessee under this lease, and (2) a sum to be fixed by the Board of Directors to cover reasonable legal, title search, if any, and other expenses incurred by Lessor in connection with such assignment and transfer of shares shall have been paid to Lessor;

(v) only upon completion of a satisfactory background check, within the sole discretion of the Board of Directors, consent to such assignment shall have been duly given by an instrument, in writing, signed either (1) by a majority of directors of Lessor, or (2) by two-thirds (2/3) of the Shareholders of Lessor, provided that no such consent shall be required in the case of an assignment, transfer, devise or bequest of this lease to a member of Lessee's family as herein defined or to any other person who is a lineal descendant of Lessee. In the event Lessee shall die during the term of this lease, the Board of Directors of Lessor shall not unreasonably qithhold consent to any assignment or transfer of this lease and the Shares allocated to the Apartment by bequest or by assignment by the administrator or executor of Lessee, provided that such legatee or assignee shall be a financially responsible person or persons.

No executor, administrator, or personal representative of Lessee, nor any trustee or receiver of the propery of Lessee, nor anyone to whom the interest of Lessee shall pass by law shall be entitled to assign this lease or to sublet or use the Apartment, or any part thereof, except upon compliance with the requirements of this Lease.

No demand or acceptance of a Monthly Carrying Charge, or similar payment from any assignee hereof, or from any subtenant or other person in possession shall constitute or be deemed to constitute a consent to or approval of any assignment, sublease or occupancy.

8

A pledge of the Shares of Lessor and/or an assignment of this lease as collateral security for a debt incurred in connection with the purchase of the Shares and/or any financing or re-financing which is secured by the Shares, or any portion thereof, shall require prior written consent of the Board of Directors upon completion of a satisfactory credit report and confirmation of eligibility based upon any financial requirements, taking into account the loan being acquired. The financial eligibility requirements shall be available from the Board of Directors as the same may be amended from time to time..

F. Interior Repairs. Lessee shall take the Apartment "as is". In addition to decorating the interior of the Apartment lessee shall be responsible for (i) the cleanliness, painting and wallpapering of the inside surface of all ceilings, windows and walls (and window cleaning) and exterior and interior doors, (ii) installation, replacement and maintenance of carpets, rugs, floor mats and other similar floor coverings and for the cleanliness of balconies, baths, showers, washbasins, toilets and sinks, and fixtures and (iii) maintenance. repair and/or replacement of any furniture, furnishings, decorations, and appliances, including stove, range, refrigerator/freezer or dishwasher, except for such items as Lessor shall, from time to time, agree to repair, maintain or replace.

All work done by Lessee shall be performed in a good, workmanlike manner and in accordance with specifications adopted, from time to time, by Lessor, including aesthetics and decor.

G. Alterations. Lessee shall not, without first obtaining the written consent of Lessor, which Lessor covenants not unreasonably to withhold, make in the Apartment or on the balcony, if any, appurtenant thereto, any structeral alteration or any alteration of the water or gas pipes, electrical conduits, inter-communication system, air-conditioning system or plumbing or, except as hereinafter authorized, remove any additions, improvements or fixtures from the Apartment. If Lessee or any prior Lessee shall have heretofore placed or shall hereafter place in the Apartmentany special additions, improvements or fixtures, such as mantels, lighting fixtures, refrigerators, ranges, air-conditioning equipment, woodwork, paneling, ceilings, doors or decorations, Lessee shall have the right, prior to the termination of this lease, to remove the same at Lessee's own expense, provided: (a) that Lessee, at the time of such removal, shall not be in default in the payment of Lessee's Monthly Carrying Charges or in the performance of any other provision or conditions of this lease; (b) that prior to any such removal, Lessee shall give written notice thereof to Lessor; (c) that Lessee shall pay the cost of any of any such removal and shall repair any damage resulting therefrom; and (d) that Lessee shall replace and reinstall at the Lessee's own expense any equipment of a kind and quality then customary

9

in Lessee's buildings and approved by Lessor, provided, however, that this subsection (d) may be waived, on a case-by-case basis, upon a majority vote of the Board of Directors.

On the expiration of the term hereby granted, or upon an earlier termination of this lease, Lessee shall surrender to Lessor possession of the Apartment with all additions, improvements and fixtures then included therein, except as hereinafter provided. Any additions, improvements or fixtures not removed by Lessee at or prior to the termination of this lease shall be deemed abandoned and shall become the property of Lessor.

H. Lease Subordinate to Mortgages. This lease is and shall be subject and subordinate to any mortgages now or hereafter liens upon the land and/or buildings of Lessor and to any and all extensions, modifications, consolidations, renewals and replacements thereof. This clause shall be seld-operative and no further instrument of subordination shall be required by any such mortgagee to accomplish such subordination. Notwithstanding the foregoing, in confirmation of such subordination, Lessee, at any time from time to time, on demand, shall execute any instruments that may be required by any such mortgagee to or by Lessor for the purpose of more formally subjecting this lease to the lien of any such mortgage or mortgages. and the duly elected officers of Lessor then in office are and each of them is hereby irrevocably appointed the attorney-in-fact and agent of the Lessee to execute the same upon such demand and Lessee hereby ratifies any such instrument hereinafter executed by virtue of the power of attorney hereby given.

I. Right of Entry. Lessor and its agents shall be permitted to visit and examine the Apartment at any reasonable hour of the day. Workmen may enter at any time, when authorized by Lessor or the Lessor's agents, to make or facilitate repairs in any part of the building and to remove such portions of the walls, floors and ceilings of the Apartment as may be required for the purpose of making such repairs. If Lessee shall not be personally present to open and permit an entry into the Apartment at any time when for any reason an entry therein shall be necessary or permissable hereunder, Lessor or Lessor's agents may, after reasonable notice to Lessee, forcibly enter the Apartment without rendering Lessor or such agents liable to any claim or cause of action for damages by reason thereof (if during such entry Lessor shall accord reasonable care to Lessee's property) and without in any manner affecting the obligations and covenants of this lease.

J. Waivers. The failure of Lessor to insist, in any one or more instances, upon a strict performance of any of the terms, covenants, conditions or option herein contained, or to serve any notice, or to institute any action or summary proceeding, or otherwise to act

10

as though this lease had expired pursuant to the provisions of Article IV hereof shall not be construed as a waiver, or a relinquishment for the future, of the right to enforce such covenant or exercise such option or right thereafter, but such covenant or option or right shall continue and remain if full force and effect. The receipt by Lessor of Lessee's Monthly Carrying Charge, with the knowledge of the breach of any covenant thereof, shall not be deemed a waiver of such breach, and no waiver by Lessor of any provisions hereof shall be deemed to have been made unless expressed in writing and signed by an officer of Lessor pursuant to authority contained in a resolution of its Board of Directors; and even though a consent to an assignment hereof, or to any subletting, be given, no further assignment or subletting shall be made without express consent in writing given as hereinbefore provided.

K. Notices. Any notice by Lessor to Lessee shall be deemed to be duly given, and any demand by Lessor upon Lessee shall be deemed to have been duly made, if delivered to the Apartment or if enclosed in a postpaid envelope addressed to Lessee at the building, or such other address as may have been designated by Lessee in writing and mailed by registered or certified mail in any general or branch post office. Any notice by the Lessee to Lessor shall be deemed to have been duly made, if personally delivered to the offices of the Lessor, or if enclosed in a postpaid envelope addressed to the Lessor at 1150 Bower Hill Road, Mt. Lebanon, Pennsylvania, or such other address as may have been designated by Lessor in writing and mailed by registered or certified mail in any general or branch post office with a copy to the then Management Agent of the Apartment Community.

L. Attorneys' Fees. If Lessee shall at any time be in default hereunder, or if Lessor shall institute any action against the Lessee based upon such fault, Lessee will reimburse Lessor for all expenses including attorneys' fees and disbursements thereby incurred by Lessor.

M. Lessor's Immunities. Lessor shall not be liable for any failure, curtailment, interruption or insufficiency of heat, air-conditioning, water supply, electric current, gas, telephone or elevator service or other service to be supplied by the Lessor hereunder, or for injury or damage to person or property caused by the elements or by Lessee or another tenant or person in the Apartment Community or from any of it pipes, drains, conduits, radiators, boilers, tanks, appliances or equipment, or from any other place, unless caused by or due to the negligence of Lessor and then only to the extent of any insurance carried by Lessor. Lessee shall provide liability insurance to protect Lessee and Lessor against claims made by persons, including tenants of the buildings, for any such injury and damage.

11

In the discretion of the Board of Directors, such insurance coverage may be provided by the Board for the benefit of lessees under proprietary leases then in force, and the cost thereof shall be included among the carrying charges described in Article II, paragraph A of this lease. Lessor shall not be liable for interference with light or other incorporeal hereditaments by anyone other than Lessor. Lessor shall not be responsible for any damage to any automobile or other vehicle left by Lessee in the care of any employee of Lessor or in the parking garage or any parking space or for any article left with or entrusted to any employee of Lessor, or for the loss of ant property within or without the Apartment by theft or otherwise. If Lessor shall, before, during or after the term of this lease, furnish, make available or cause to be made available to Lessee, any storage space facility outside of the Apartment, the same shall be furnished gratgratuitously by Lessor. If Lessee or any other person shall use the same, such use shall be entirely at the risk of Lessee or such person and Lessor shall not be liable for any damages or injury whatever to persons orproperty therein or in connection therewith. No diminution or abatement of the Monthly Carrying Charge or other compensation shall be claimed or allowed for inconvenience or discomfort arising from the making of repairs or improvements to the buildings or to its equipment or appliances (except in the case of damage so extensive as to render the Apartment untenantable as provided in Article III, paragraph C.

ARTICLE V
IT IS HEREBY MUTUALLY AGREED AS FOLLOWS:

A. Lease Termination. If upon, or at any time after the happening of any of the events mentioned in subdivisions (1) to (8) inclusive of this paragraph A, Lessor shall give to Lessee a notice stating that the term thereof will expire on a date at least ten (10) days thereafter, the term of this lease shall expire on the date so fixed in such notice, as fully and completely as if it were the date herein definitely fixedfor the expiration of the term, and all right, title and interest of Lessee hereunder shall thereupon wholly cease and expire, Lessee shall thereupon quit and surrender the Apartment to Lessor, and thereupon Lessor shall have the right to re-enter the Apartment and to remove all persons and personal property therefrom, either by summary dispossess proceedings, or by any suitable action or proceeding at law or in equity, or otherwise, and to take possession of the Apartment as if this lease had not been made, and no liability whatsoever shall attach to Lessor by reason of the exercise of the right of re-entry, re-possession and removal herein granted and reserved:

12

(1) If at any time during the term of this lease Lessee shall cease to be an owner of the Shares of Lessor allocated to the Apartment, or if this lease shall pass or assigned to anyone who is not then the owner of such shares;

(2) If at any time during the terms of this lease (1) the then holder of said Shares shall be adjudicated a bankrupt under the laws of the United States; or (2) a receiver of all of the property of such holder or of this lease or of the Shares shall be appointed under any provision of the laws of the Commonwealth of Pennsylvania, or under any statute of the United States, or any statute of any state of the United States and the order appointing such receiver shall not be vacated within thirty (30) days; or (3) such holder shall make a general assignment for the benefit of creditors; or (4) this lease or the Shares of Lessor allocated to the Apartment shall pass by operation of law or otherwise to anyone other than the Lessee herein named or a person to whom such Lessee has assigned this Lease in a manner herein permitted, or to a Privileged Assignor, but this subsection (4) shall not be applicable if this lease shall devolve upon the heirs, executor, administrator or personal representatives of the Lessee;

(3) If at any time there be an assignment of this lease, or any subletting thereunder, without full compliance with the requirements of paragraph E of Article IV hereof;

(4) If Lessee shall be in default for a period of one (1) month in the payment of Lessee's Monthly Carrying Charge and shall fail to cure such default within ten (10) days after written notice thereof shall have been given by the Lessor;

(5) If Lessee shall default in the performance of any covenant or provision hereof, other than the covenant to pay Lessee's Monthly Carrying Charge, or in the performance of any covenant or provision in a long term garage lease (if selected), for thirty (30) days after written notice of such defaukt shall have been given by Lessor; provided, however, that if said default consists in failure to perform any act, the performance of which requires any substantial period of time, then if within said thirty days such performance is commenced and thereafter diligently prosecuted to conclusion without delay and interruption, Lessee shal be deemed to have cured said default.

(6) If at any time Lessor shall determine, upon the affirmative vote of two-thirds (2/3) of the authorized total number of Directors of Lessor, that because of objectional conduct on the part of Lessee, or of a person dwelling in or visiting the Apartment, the tenacy of Lessee is undesirable.

13

Repeatedly to violate or disregard the house rules whether existing or hereafter established in accordance with the provisions of this lease, or to permit or tolerate a person of dissolute, loose or immoral character to enter or remain in the building or the Apartment, shall be deemed to be objectional conduct;

(7) If at any time Lessor shall determine, upon the affirmative vote of two-thirds (2/3) of its full Board of Directors concurred in by the affirmative vote of at least eighty percent (80%) of the Shareholders of Lessor at a Shareholders' meeting duly called, to terminate all proprietary leases and to sell the land and building above described;

(8) If at any time the building or a substantial portion thereof shall be taken by condemnation proceedings.

B. Waiver of Right of Redemption. Lessee hereby expressly waives any and all right of redemption in case Lessee shall be dispossessed by judgement or warrant of any court of law. The words "enter", "re-enter", and "re-entry" as used in this lease are not restricted to their technical legal meaning. In the event ofa breach or threatened breach by Lessee of any of the covenants or provisions hereof, Lessor shall have the right of injunction, and the right to invoke any remedy allowed at lw or in equity, as if re-entry, summary proceedings and other remedies were not herein provided for.

C. Liability After Default. (a) Upon the termination of this lease under the provisions of subdivisions 1-6 of paragraph A of this Article, Lessee shall remain liable as provided in paragraph B of Article IV of this Lease. Upon the termination of this lease under the provisions of subdivisions (7) or (8) of paragraph A of this Article, Lessee shall be and remain liable to pay Monthly Carrying Charges and other charges due or accrued and to perform all covenants and agreements of Lessee up to the date of such termination and, on or before such termination, Lessee shall vacate the Apartment and surrender possession thereof to Lessor or its assigns and, upon demand of Lessor or its assigns, any instrument which may be reasonably be required for surrenderin all estate and interest of Lessee in the Apartment, in the building of which it is a part, and in Lessor.

D. Surrender of Share Certificates and Resale Thereof by Lessor. Upon the termination of this lease under subdivision 1-6 of paragraph A of this Article, Lessee shall surrender to Lessor the Shares owned by Lessee and allocated to the Apartment. Whether or not said Shares are surrendered, Lessor may issue a new proprietary lease for the Apartment or assign this lease and, in connection with this issuance of a new proprietary lease or assignment of this

14

proprietary lease, whichever the case may be, issue a new certificate for the Shares in place of the certificate for the Shares owned by Lessee and allocated thereto when a purchaser therefore is found; provided that the issuance of such certificate for the Shares and issuance or assignment of such Lease to purchaser is authorized in the manner provided in subdivision (v) of paragraph E (b) of Article IV. Upon the issuance of such new certificate the Shares owned or held by Lessee shall be automatically cancelled and renderd null and void. Upon the issuance of any such new proprietary lease or assignment of this proprietary Lease and the issuance of such Shares, Lessee's continuing liability hereunder, if not therefore terminated, shall shall cease and Lessee shall only be liable for Monthly Carrying Charges and expenses accrued to that time. (Without prejudice to Lessee's liability to such purchaser by reason of continued occupancy.) Lessor shall apply the proceeds received from the issuance of such Shares toward the payment of Lessee's indebtedness hereunder, including interest, attorney's fees and other expenses incurred by Lessor. If the proceeds are sufficient to pay the same, Lessor shall pay over any surpus to Lessee, but if insufficient, Lessee shall remain liable for the balance of the indebtedness.

ARTICLE VI

IT IS FURTHER MUTUALLY AGREED AS FOLLOWS:

A. Interpretation and Effect. The references herein to Lessor shall be deemed to include its successors and assigns, and the references herein to the Lessee or to a holder of Shares of Lessor shall be deemed to include the executors, administrators, legal representatives, legatees, distributees and assigns of Lessee or of such of Shares of Lessor, The covenants herein contained shall apply to, bind and insure to the benefit of the Lessor and its successors and assigns and the Lessee and the executors and administrators, legal representatives, legatees, distributees and assigns of the Lessee, except as hereinabove stated.

B. Trial by Jury; Jurisdiction; Venue. The respective parties hereto shall and they hereby do waive trial by jury in any action, proceeding or counterclaim brought by either of the parties hereto against the other on any matters whatsoever arising out of or in any way connected with this lease, Lessee's use or occupancy of the Apartment, or any claim of damage resulting from any act or omission of the parties in any way connected with lease or the Apartment. The parties agree that the laws of the Commonwealth of Pennsylvania shall apply and that any legal action must be brought within Allegheny County, Pennsylvania.

15

C. Notices. If more than one person is named as Lessee hereunder, Lessor may require the signatures of such persons in connection with any notice to be given or action to be taken by Lessee hereunder, including, without limiting the generality of the foregoing, the surrender or assignment of this lease or any request for consent to assignment or subletting. Each person named as Lessee shall be fully liable for all of the Lessee's obligations hereunder. Any notice by Lessor to any person named as Lessee shall be sufficient, and shall have the same force and effect as though given to all persons names as Lessee. Each Lessee hereby designates all other Lessees as their attorney-in-fact for all purposes in connection with this Lease including acceptance of service of process and receipt of all notices.

D. Invalidity. If any clause or provision herein contained shall be judged invalid, the same shall not affect the validity of any other clause or provision of this lease, or constitute any cause of action in favor of either party as against the other.

E. Heading. The marginal heading of the several Articles and paragraphs of this lease shall not be deemed a part of this lease.

F. Modification. The provisions of this lease cannot be changed orally.

IN WITNESS WHEREOF, the Lessor has caused its corporate seal to be hereto affixed and this instrument to be signed by its President, and the Lessee has executed this instrument under seal, the day and year first above written.

ATTEST: LESSOR:
BOWER HILL AT MT. LEBANON CO.
(CORPORATE SEAL)







__________________________________ By: ________________________________


President

WITNESS:

LESSEE:

__________________________________



_____________________________(SEAL)



__________________________________



_____________________________(SEAL)

16

COMMONWEALTH OF PENNSYLVANIA )

) SS:
COUNTY OF ALLEGHENY )



On this, the _____ day of ____________, 20___, before me the undersigned officer, personally appeared ________________________ who acknowledged ___self to be the President of BOWER HILL AT MT. LEBANON CO., a Pennsylvania corporation, and that __he as such President, being authorized to do so, executed the foregoing Proprietary Lease for the purpose therein contained by signing the name of the corporation by ___self as President.

IN WITNESS THEREOF, I hereunto set my hand and official seal.




__________________________________
Notary Public


My Commission Expires:












COMMONWEALTH OF PENNSYLVANIA )

) SS:
COUNTY OF ALLEGHENY )



On this, the _____ day of ____________, 20___, before me the undersigned officer, personally appeared ________________________ known to me (or satifactorily proven) to be the person(s) whose name(s) (is/are) subscribed to the foregoing instrument and acknowledged that (he.she) executed the same for the purpose therein contained.

IN WITNESS WHEREOF, I hereunto set my hand and official seal.


__________________________________
Notary Public


My Commission Expires





Previous Page

Return Home