<PAGE>   1
                                                                   EXHIBIT 10.25



                           BASIC LEASE INFORMATION
                                                                  

                                                         BASIC LEASE INFORMATION

                                  OFFICE LEASE


                Lease Date:           February 14, 1996 

                Landlord:             SIXTH & PIKE ASSOCIATES, L.P. 
                                      a limited partnership

                Address of Landlord:  520 Pike Street, Suite 1210
                                      Seattle, WA 98101

                Tenant:               NATIONAL TECHTEAM, INC., a Delaware 
                                      Corporation

                Address of Tenant:    520 Pike Street, Suite 1460
                                      Seattle, WA 98101

                Contact:              Cheryl Young        Telephone:

PARAGRAPH 1     Premises:             Suite 1460

PARAGRAPH 2     Lease Term:           Twelve months, commencing April 1, 1996 
                                      and ending March 31, 1997.

PARAGRAPH 3     Base Rent:            $4,500.00 per month.
                Area of Premises:     Approximately 3,175 rentable square feet.

PARAGRAPH 27    Percent of Total Building Area:  .875%

                Base Services Year:   1996.  See Paragraph 43.

                Base Utility Rate:    Actual 1996 rate.

                Base Tax Rate:        Actual 1996 rate.

PARAGRAPH 32    Security Deposit:     $5,000.00.

                             The foregoing Basic Lease Information is hereby
                        incorporated into and made a part of this Lease.  Each
                        reference in this Lease to any of the Basic Lease
                        Information shall mean the respective information
                        hereinabove set forth and shall be construed to
                        incorporate all of the terms provided under the
                        particular Lease paragraph pertaining to such
                        information.  In the event of any conflict between any
                        Basic Lease Information and the Lease, the latter shall
                        control.

                LANDLORD:                           TENANT;
                SIXTH & PIKE ASSOCIATES, L.P.       NATIONAL TECHTEAM, INC., a
                a limited partnership               Washington Corporation

                By:  Oregon Property Investment
                     Corporation, 
                     an Oregon corporation
                Its: General Partner
                By:  LA SALLE ADVISORS LIMITED
                Its: Advisor and Duly Authorized Agent


                By: /s/ Stephen T. Wong                 By: /s/ L. A. Miller
                    -------------------                     -----------------
                    Stephen T. Wong

                Its: Vice President                     Its:  COO/CFO

                Date:  2/26/96                          Date:  2/15/96
                      -------------------                     -----------------

                  
                By: /s/ Diane R. McMahon                By:
                    -------------------                     -----------------
                    Diane R. McMahon

                Its: Vice President                     Its: 
                                                             ------------------ 

                Date: 2/26/96                            Date:
                      -------------------                     -----------------
 
<PAGE>   2
PARAGRAPHS                             DESCRIPTION

       BASIC LEASE INFORMATION ............................................    1

       TABLE OF CONTENTS .................................................. 1(A)

 1.  OCCUPANCY ............................................................    2

 2.  TERM AND POSSESSION ..................................................    2

 3.  RENT .................................................................    2

 4.  RESTRICTIONS ON USE ..................................................    2

 5.  COMPLIANCE WITH LAWS .................................................    2

 6.  ALTERATIONS ..........................................................    2

 7.  REPAIR ...............................................................    2

 8.  LIENS ................................................................    2

 9.  ASSIGNMENT AND SUBLETTING.............................................    3

 10. INSURANCE AND INDEMNIFICATION ........................................    3

 11. WAIVER OF SUBROGATION ................................................    4

 12  SERVICES AND UTILITIES ...............................................    4

 13. ESTOPPEL CERTIFICATE .................................................    4

 14. HOLDING OVER .........................................................    5

 15. SUBORDINATION ........................................................    5

 16. RULES AND REGULATIONS ................................................    5

 17. RE-ENTRY BY LANDLORD .................................................    5

 18. INSOLVENCY OR BANKRUPTCY .............................................    5

 19. DEFAULT ..............................................................    5

 20. DAMAGE BY FIRE, etc. .................................................    6

 21. EMINENT DOMAIN .......................................................    6

 22. SALE BY LANDLORD .....................................................    6
 
 23. RIGHT OF LANDLORD TO PERFORM .........................................    6

 24. SURRENDER OF PREMISES ................................................    7

 25. WAIVER ...............................................................    7

 26. NOTICES ..............................................................    7

 27. RENTAL ADJUSTMENTS ...................................................    7

 28. TAXES PAYABLE BY TENANT ..............................................    9

 29. ABANDONMENT ..........................................................    9

 30. SUCCESSORS AND ASSIGNS ...............................................    9

 31. ATTORNEYS' FEES ......................................................    9

 32. SECURITY DEPOSIT .....................................................    9

 33. SUBSTITUTION SPACE ...................................................    9

 34. CORPORATE AUTHORITY ..................................................    9

 35. LEASE EFFECTIVE DATE .................................................    9

 36. BROKERAGE ............................................................   10

 37. FORCE MAJEURE ........................................................   10

 38. CERTAIN RIGHTS RESERVED BY LANDLORD ..................................   10

 39. PERSONAL LIABILITY ...................................................   10

 40. MISCELLANEOUS ........................................................   10


     EXHIBIT A ............................................. Rules & Regulations

     EXHIBIT B ............................................. Outline of Premises

     EXHIBIT D ...................................... Form of Tenant Certificate

     EXHIBIT E ............................................... Legal Description

                                                                       Page 1(A)
<PAGE>   3
                               LEASE AGREEMENT

                 THIS LEASE made as of this 14th day of February, 1996, Between
                 Sixth & Pike Associates (hereinafter called "Landlord") and
                 National TechTeam, Inc., a Delaware Corporation (hereinafter
                 called "Tenant").

                 Landlord hereby leases to Tenant and Tenant hereby leases from
                 Landlord those Premises (hereinafter called "Premises")
                 outlined in red on Exhibit "B" attached hereto and made a part
                 hereof, specified in the Basic Lease Information attached
                 hereto.

OCCUPANCY     1. Tenant shall use and occupy the Premises for general office 
                 purposes and for no other use or purpose without the prior
                 written consent of Landlord.

TERM AND      2. (A) The term of this Lease shall be for the period
POSSESSION       specified in the Basic Lease Information (or until sooner
                 terminated as herein provided).  If  Landlord, for any reason
                 whatsoever, cannot deliver possession of the Premises to Tenant
                 at the commencement of the lease term, this Lease shall not be
                 void or voidable, nor shall Landlord or its agent be liable to
                 Tenant for any loss or damage resulting therefrom.  In that
                 event, however, Tenant shall not be liable for any rent until
                 Landlord delivers possession of the Premises to Tenant.  If
                 Landlord tenders possession of the Premises to Tenant prior to
                 the commencement of the term and Tenant chooses to accept such
                 possession, then the term of this Lease and Tenant's
                 obligations hereunder shall commence on the date that it
                 accepts such possession.  Any failure to deliver possession at
                 the stated commencement of the term of this Lease or delivery
                 of possession prior to the stated commencement date shall not
                 in any way affect the obligations of Tenant hereunder or the
                 expiration date hereof.

RENT          3. (a) Tenant shall pay to Landlord throughout the term of this
                 Lease, rent as specified in the Basic Lease Information, 
                 payable in monthly installments in advance on the
                 first day of each month during every year of the term hereby
                 demised in lawful money of the United States, without
                 deduction or offset whatsoever, to Landlord at the address
                 specified in the Basic Lease Information, or to such other
                 firm or to such other place as Landlord may from time to time
                 designate in writing.  Said rental is subject to adjustment as
                 provided in Paragraph 27 hereof. If this Lease commences on a
                 day other than the first day of a calendar month or ends on a
                 day other than the last day of a calendar month, the monthly
                 rental for the fractional month shall be appropriately
                 prorated.

                 (B) Tenant recognizes that late payment of any rent or other
                 sum due hereunder from Tenant to Landlord will result in
                 administrative expense to Landlord, the extent of which
                 additional expense is extremely difficult and economically
                 impractical to ascertain. Tenant therefore agrees that if rent
                 or any other payment due hereunder from Tenant to Landlord
                 remains unpaid ten (10) days after said amount is due, the
                 amount of such unpaid rent or other payment shall be increased
                 by a late charge to be paid Landlord by Tenant in an amount
                 equal to five percent (5%) of the amount of the delinquent
                 rent or other payment. The amount of the late charge to be paid
                 to Landlord by Tenant on any unpaid rent or other payment shall
                 be reassessed and added to Tenant's obligation for each
                 successive monthly period accruing after the date on which the
                 late charge is initially imposed. Tenant agrees that such
                 amount is a reasonable estimate of the loss and expense to be
                 suffered by Landlord as a result of such late payment by Tenant
                 and may be charged by Landlord to defray such loss and expense.
                 The provisions of this paragraph in no way relieve Tenant of
                 the obligations to pay rent or other payments on or before the
                 date on which they are due, nor do the terms of this paragraph
                 in any way affect Landlord's remedies pursuant to Paragraph 19
                 of this Lease in the event said rent or other payment is unpaid
                 after the date due.

RESTRICTIONS  4. Tenant shall not do or permit anything to be done in or about
ON USE           the Premises which will in any way obstruct or interfere with
                 the rights of other tenants or occupants of the building or 
                 injure or annoy them, or use or allow the Premises to be used 
                 for any improper, immoral, unlawful or objectionable purpose, 
                 nor shall Tenant cause or maintain or permit any nuisance in, 
                 on, or about the Premises.  Tenant shall not commit or suffer 
                 the commission of any waste, in, on, or about the Premises, nor
                 permit any use of the Premises which may be dangerous to
                 persons or property. Tenant shall not do nor permit anything to
                 be done on or about the Premises or bring or keep anything
                 therein which will in any way increase the rate of any
                 insurance upon the building in which the Premises are situated
                 or any of its contents or cause a cancellation of said
                 insurance or otherwise affect said insurance in any manner. No
                 retail sales shall be permitted upon the Premises without the
                 prior written consent of Landlord.

COMPLIANCE    5. Tenant shall not use the Premises or permit anything to be 
WITH LAWS        done in or about the Premises which will in any way conflict
                 with any law, statute, ordinance, or governmental rule
                 or regulation now in force or which may hereafter be enacted
                 or promulgated.  Tenant shall at its sole cost and expense
                 promptly comply with all laws, statutes, ordinances and
                 governmental rules, regulations, or requirements now in force
                 or which may hereafter be in force and with the requirements
                 of any board of fire underwriters or other similar body now or
                 hereafter constituted relating to or affecting the condition,
                 use, or occupancy of the Premises, excluding structural
                 changes not related to or affected by alterations or
                 improvements made by or for Tenant or Tenant's acts. The
                 judgment of any court of competent jurisdiction or the
                 admission of Tenant in an action against Tenant, whether
                 Landlord be a party thereto or not, that Tenant has so violated
                 any such law, statute, ordinance, rule, regulation, or
                 requirement, shall be conclusive of such violation as between
                 Landlord and Tenant.

ALTERATIONS   6. Tenant shall not make or suffer to be made any alterations,
                 additions, or improvements in, on, or to the Premises or any
                 part thereof without the prior written consent of Landlord; and
                 any such alterations, additions, or improvements in, on or to
                 said Premises, except for Tenant's movable furniture and
                 equipment, shall immediately become Landlord's property and, at
                 the end of the term hereof, shall remain on the Premises
                 without compensation to Tenant.  In the event Landlord
                 consents to the making of any such alterations, additions, or
                 improvements by Tenant, the same shall be made by Tenant, at
                 Tenant's sole cost and expense, in accordance with plans and
                 specifications approved by Landlord, and any contractor or
                 person selected by Tenant to make the same must first be
                 approved in writing by Landlord, or, at Landlord's option, the
                 alterations, additions or improvements shall be made by
                 Landlord for Tenant's account and Tenant shall reimburse
                 Landlord for the cost thereof within twenty (20) days after
                 receipt of a statement.  Upon the expiration or sooner
                 termination of the term herein provided, Tenant shall upon
                 demand by Landlord, at Tenant's sole cost and expense forthwith
                 and with all due diligence remove any or all alterations
                 including all communications equipment and wires, additions, or
                 improvements made by or for the account of Tenant, designated
                 by Landlord to be removed, and Tenant shall forthwith and with
                 all due diligence, at its sole cost and expense, repair and
                 restore the Premises to their original condition.

REPAIR        7. By taking possession of the Premises, Tenant
                 accepts the Premises as being in the condition in which
                 Landlord is obligated to deliver them and otherwise in good
                 order, condition and repair.  Tenant shall, at all times during
                 the term hereof at Tenant's sole cost and expense, keep the
                 Premises and every part thereof in good order, condition and
                 repair. Tenant shall upon the expiration or sooner termination
                 of the term hereof provided, surrender to Landlord the Premises
                 and all repairs, changes, alterations, additions, and
                 improvements thereto, neat and clean and in the same condition
                 as when received except for reasonable wear and tear as
                 determined by Landlord.  It is hereby understood and agreed
                 that Landlord has no obligation to alter, remodel, improve,
                 repair, decorate, or paint the Premises or any part thereof
                 except as specified in Exhibit "C" attached hereto and made a
                 part hereof, and that no representations respecting the
                 condition of the Premises or the Building have been made by
                 Landlord to Tenant, except as specifically herein set forth.


<PAGE>   4
                 demand with interest at the rate payable of eighteen percent 
                 18%) per annum or four percent (4%) above the prime rate of
                 Seattle First National Bank, whichever is more.  Landlord shall
                 have the right at all times to post and keep posted on the
                 Premises any notices permitted or required by law, or which
                 Landlord shall deem proper, for the protection of Landlord, the
                 Premises, the Building, and any other party having an interest
                 herein, from mechanics' and materialmen's liens, and Tenant
                 shall give to Landlord at least five (5) business days prior
                 notice of commencement of any construction on the Premises.

ASSIGNMENT   9.  (A) Tenant shall not sell, assign, encumber or otherwise 
AND              transfer by operation of law or otherwise this Lease or any 
SUBLETTING       interest herein, sublet the Premises or any part thereof, or 
                 suffer any person to occupy or use the Premises or any portion
                 thereof, without the prior written consent of Landlord as
                 provided herein, nor shall Tenant permit any lien to be placed
                 on the Tenant's interest by operation of law.  A transfer by
                 the present majority shareholders of ownership and control of
                 the voting stock of a corporate tenant, or a transfer of a 
                 controlling interest in a partnership or proprietorship, as
                 applicable, shall be deemed an assignment for the purposes of
                 this paragraph.  Tenant shall, by written notice, advise
                 Landlord of its desire from and after a stated date (which
                 shall not be less than thirty (30) days nor more than ninety
                 (90) days after the date of tenant's notice), to sublet the 
                 Premises or any portion thereof for any part of the term 
                 hereof, and in such event Landlord shall have the right,
                 to be exercised by giving written notice to Tenant ten (10)
                 days after receipt of Tenant's notice, to terminate this Lease
                 as to the portion of the Premises described in Tenant's notice
                 and such notice shall, if given, terminate this Lease with
                 respect to the portion of the Premises therein described as of
                 the date stated in Tenant's notice.  Said notice by Tenant
                 shall state the name and address of the proposed subtenant,
                 and Tenant shall deliver to Landlord a true and complete copy
                 of the proposed sublease with said notice. If said notice
                 shall specify all of the Premises and Landlord shall give said
                 termination notice with respect thereto, this Lease shall
                 terminate on the date stated in Tenant's notice. If, however,
                 this Lease shall terminate pursuant to the foregoing with
                 respect to less than all the Premises, the rent, as defined
                 and reserved hereinabove and as adjusted pursuant to Paragraph
                 27, shall be adjusted on a pro rata basis to the number of
                 square feet retained by Tenant, and this Lease as so amended
                 shall continue thereafter in full force and effect.  If
                 Landlord, upon receiving said notice by Tenant with respect to
                 any of the Premises, shall not exercise its right to
                 terminate, Landlord will not unreasonably withhold its consent
                 to Tenant's subletting the Premises specified in said notice.

                 (B) Any subletting hereunder by Tenant shall not result in
                 Tenant being released or discharged from any liability under
                 this Lease. As a condition to Landlord's prior written consent
                 as provided for in this paragraph, the subtenant or subtenants
                 shall agree in writing to comply with and be bound by all of
                 the terms, covenants, conditions, provisions, and agreements of
                 this Lease, and Tenant shall deliver to Landlord, promptly
                 after execution, an executed copy of each sublease and an
                 agreement of said compliance by each sublessee.

                 (C) Landlord's consent to any sale, assignment, encumbrance,
                 subletting, occupation, lien or other transfer shall not
                 release Tenant from any of Tenant's obligations hereunder or be
                 deemed to be a consent to any subsequent occurrence.  Any sale,
                 assignment, encumbrance, subletting, occupation, lien or other
                 transfer of this Lease which does not comply with the
                 provisions of this Paragraph 9 shall be void.

INSURANCE    10. (A) Landlord shall not be liable to Tenant and Tenant hereby
AND INDEM-       waives all claims against Landlord for any injury or damage to
NIFICATION       any person or property in or about the Premises by or from any
                 cause whatsoever, other than Landlord's gross negligence or
                 willful acts or omissions, and, without limiting the generality
                 of the foregoing, whether caused by water leakage of any
                 character from the roof, walls, basement, or any other portion
                 of the Premises of the Building, or caused by gas, fire, oil,
                 or electricity in or about the Premises of the building or the
                 complex of which it is a part or any part thereof.

                 (B) Tenant shall hold Landlord harmless from and defend
                 Landlord against any and all claims or liability for any injury
                 or damage to any person or property whatsoever; (i) occurring
                 in, on, or about the Premises or any part thereof, (ii)
                 occurring in, on, or about any facilities (including without
                 prejudice to the generality of the term "facilities",
                 elevators, stairways, passageways, or hallways), the use of
                 which Tenant may have in conjunction with other tenants of the
                 Building, when such injury or damage shall be caused in part or
                 in whole by the act, neglect, fault of, or omission of any duty
                 with respect to the same by Tenant, its agents, servants,
                 employees, or invitees.  Tenant further agrees to indemnify and
                 save harmless the Landlord against and from any and all claims
                 by or on behalf of any person, firm or corporation, arising
                 from the conduct or management of any work or thing whatsoever
                 done by the Tenant in or about or from transactions of the
                 Tenant concerning the Premises, and will further indemnify and
                 save the Landlord harmless against and from any and all claims
                 arising from any breach or default on the part of the Tenant in
                 the performance of any covenant or agreement on the part of the
                 Tenant to be performed pursuant to the terms of this Lease, or
                 arising from any act or negligence of the Tenant, or any of its
                 agents, contractors, servants, employees, or licensees, and
                 from and against all costs, counsel fees, expenses and
                 liabilities incurred in connection with any such claim or
                 action or proceeding brought thereon.  Furthermore, in case any
                 action or proceeding be brought against Landlord by reason of
                 any claims or liability, Tenant agrees to defend such action or
                 proceeding at Tenant's sole expense by counsel reasonably
                 satisfactory to Landlord.  The provisions of this Paragraph 10
                 shall survive the expiration or termination of this Lease with
                 respect to any claims or liability occurring prior to such
                 expiration or termination.

                 (C)  Tenant shall secure and maintain, at Tenant's expense:

                     (i) All risk property insurance on all of Tenant's fixtures
                     and personal property in the Demised Premises, and on any
                     alterations, additions, or improvements made by Tenant upon
                     the Demised Premises all for the full replacement cost
                     thereof.  Tenant shall use the proceeds from such insurance
                     for the replacement of fixtures and personal property and
                     for the restoration of Tenant's improvements, alterations,
                     additions to the leased premises.  Landlord shall be named
                     as loss payee as respects to alterations, additional, or
                     improvements.

                     (ii) Business income and extra expense insurance with
                     limits not less than Tenant's 100% gross revenue for a
                     period of twelve (12) months.

                     (iii) Workers compensation and employers liability
                     insurance. The employers liability insurance shall afford
                     limits not less than $500,000 per accident, $500,000 per
                     employee for bodily injury by disease, and $500,000 policy
                     limit for bodily injury by disease.  Such insurance shall
                     comply with Tenant's obligations to its employees under the
                     lease in the state in which the premises are located.

                     (iv) Commercial general liability insurance which insures
                     claims for bodily injury, personal injury, advertising 
                     injury, and property damage based upon, involving or
                     arising out of the use, occupancy, or maintenance of the
                     Premises and the Project.  Such insurance shall afford, at
                     a minimum, the following limits:


<TABLE>
                         <S>                                          <C>
                         Each Occurrence                              $1,000,000
                         General Aggregate                            $2,000,000
                         Products/Completed Operations Aggregate      $2,000,000
                         Personal and Advertising Injury Liability    $1,000,000
                         Fire Damage Legal Liability                     $50,000
                         Medical Payments                                 $5,000
</TABLE>

                     Any general aggregate limit shall apply on a per-location
                     basis.

                     Such insurance shall name Landlord; its trustees, officers,
                     directors, agents, and employees; Landlord's Mortgagees of
                     whom Tenant has notice; and Landlord's Representatives of
                     whom Tenant has notice as additional insureds.

                     This coverage shall include blanket contractual liability,
                     broad form property damage liability, and shall contain an
                     exception to any pollution exclusion which insures damage
                     or injury arising out of heat, smoke, or fumes from a
                     hostile fire.  Such insurance shall be written on an
                     occurrence basis and contain a standard separation of
                     insureds provision.

                     (v) Business auto liability which insures against bodily
                     injury and property damage claims arising out of the
                     ownership, maintenance, or use of "any auto." A minimum of
                     a $1,000,000 combined single limit per accident shall
                     apply.

                     (vi) Umbrella excess liability insurance, on a occurrence
                     basis, that applies excess of required commercial general
                     liability, business auto liability, and employers liability
                     policies, which insures against bodily injury, property
                     damage, personal injury and advertising injury claims with
                     the following minimum limits:



<PAGE>   5
                         These limits shall be in addition to and not
                         including those stated for underlying commercial
                         general liability, business auto liability, and
                         employers liability insurance.  Such policy shall name
                         Landlord; its trustees, officers, directors, agents,
                         and employees; Landlord's Mortgagees of whom Tenant has
                         notice, and Landlord's Representatives of whom Tenant
                         has notice as additional insureds.

                         (vii)    General Insurance requirements.  All
                         policies required to be carried by Tenant hereunder
                         shall be issued by and binding upon an insurance
                         company licensed to do business in the State of
                         Washington with a rating of at least "A-" "VIII" or
                         better as set forth in the most current issue of
                         Best's Insurance reports, unless otherwise approved by
                         Landlord.  Tenant shall not do or permit anything to
                         be done that would invalidate the insurance policies
                         required.

                         Liability insurance maintained by Tenant shall
                         be primary coverage without right of contribution by
                         any similar insurance that may be maintained by
                         Landlord.

                         Certificates of insurance, acceptable to
                         Landlord, evidencing the existence and amount of each
                         insurance policy required hereunder and Evidence of
                         Property Insurance Form, Acord 27, evidencing property
                         insurance as required shall be delivered to Landlord
                         prior to delivery or possession of the Premises and
                         ten (10) days prior to each renewal date. 
                         Certificates of Insurance shall include an endorsement
                         for each policy showing that Landlord; its trustees,
                         officers, directors, agents, and employees; Landlord's
                         Mortgagees and Landlord's Representatives are included
                         as additional insureds on liability policies (except
                         Employer's Liability).  The Evidence of Property
                         Insurance Form shall name Landlord as loss payee for
                         property insurance as respects Landlord's interest in
                         improvements and betterments.  Further, the
                         certificates must include an endorsement for each
                         policy whereby the insurer agrees not to cancel,
                         non-renew, or materially alter the policy without at
                         least thirty (30) days prior written notice to
                         Landlord and Landlord's representatives.

                         In the event that Tenant fails to provide
                         evidence of insurance required to be provided by
                         Tenant hereunder, prior to commencement of the term
                         and thereafter during the term, within ten (10) days
                         following Landlord's request thereof, and thirty (30)
                         days prior to the expiration date of any such
                         coverage, Landlord shall be authorized (but not
                         required) to procure such coverage in the amount
                         stated with all costs thereof to be chargeable to
                         Tenant and payable upon written notice thereof.

                         The limits of insurance required by this Lease,
                         or as carried by Tenant, shall not limit the liability
                         of Tenant or relieve Tenant of any obligation
                         thereunder, except to the extent provided for under
                         Paragraph 11, Waiver of Subrogation.  Any deductibles
                         selected by Tenant shall be the sole responsibility of
                         Tenant.  

                         Landlord may, at its sole discretion, change the
                         insurance policy limits and forms which are  required
                         to be provided by Tenant. Such changes will be made to
                         conform with common insurance requirements for similar
                         properties in similar geographic locations.  Landlord
                         will not change required insurance limits or forms
                         more often than once per calendar year.

WAIVER OF        11.  Anything in this Lease to the contrary notwithstanding,
SUBROGATION           Landlord and Tenant each waives all rights of recovery, 
                      claim, action, or cause of action against the other,
                      its agents (including partners, both general and
                      limited), trustees, officers, directors, employees, for
                      any loss or damage that may occur to the Premises, or any
                      improvements thereto, or the Project or any personal
                      property of such party therein, by reason of any peril
                      required to be insured against under this Lease,
                      regardless of cause of origin, including negligence of
                      the other party.  Tenant and Landlord covenant that, to
                      the fullest extent permitted by law, no insurer shall
                      hold any right of subrogation against the other.  Tenant
                      shall advise its insurers of the foregoing and such
                      waiver shall be permitted under any policies maintained
                      by Tenant pursuant to Paragraph 10(b) and Paragraph
                      10(c).

SERVICES         12.  (A) Landlord shall maintain the public and common areas
AND                   of the Building, including lobbies, stairs, elevators, 
UTILITIES             corridors  and rest rooms, the windows in the Building,
                      the mechanical, plumbing and electrical equipment serving
                      the Building, and the structure itself, in reasonably
                      good order and condition except for damage occasioned by
                      the act of the Tenant, which damage shall be repaired by
                      Landlord at Tenant's expense.

                      (B) Provided the Tenant shall not be in default
                      hereunder, and subject to the provisions elsewhere herein
                      contained and to the rules and regulations of the
                      Building, Landlord agrees to furnish to the Premises
                      during ordinary business hours of generally recognized
                      business days, to be determined by Landlord (but
                      exclusive, in any event, of Saturdays, Sundays, and legal
                      holidays), water and electricity suitable for the
                      intended use of the Premises, heat and air conditioning
                      required in Landlord's judgment, for the comfortable use
                      and occupation of the Premises, janitorial services
                      during the times and in the manner that such services
                      are, in Landlord's judgment customarily furnished in
                      comparable office buildings in the immediate market area,
                      and elevator service which shall mean service either by
                      non-attended automatic elevators or elevators with
                      attendants, or both, at the option of the Landlord.
                      Landlord shall be under no obligation to provide
                      additional or after-hours heating or air conditioning,
                      but if Landlord elects to provide such services at
                      Tenant's request, Tenant shall pay to Landlord a
                      reasonable charge for such services as determined by
                      Landlord.  Tenant agrees to keep and cause to be kept
                      closed all window coverings when necessary because of the
                      sun's position, and Tenant also agrees at all times to
                      cooperate fully with Landlord and to abide by all the
                      regulations and requirements which Landlord may prescribe
                      for the proper functioning and protection of said
                      heating, ventilating, and air-conditioning system.
                      Wherever heat-generating machines, excess lighting or
                      equipment are used in the Premises which affect the
                      temperature otherwise maintained by the air-conditioning
                      system, Landlord reserves the right to install
                      supplementary air conditioning units in the Premises, and
                      the cost thereof, including the cost of installation and
                      the cost of operation and maintenance thereof, shall be
                      paid by Tenant to Landlord upon demand by Landlord.
                      Landlord shall in no event be liable for any interruption
                      or failure of utility services on the Premises.

                      (C) Tenant will not without the written consent of
                      Landlord use any apparatus or device in the Premises,
                      including without limitation, electronic data processing
                      machines, punch card machines, and machines using excess
                      lighting or current which will in any way increase the
                      amount of electricity or water usually furnished or
                      supplied for use of the Premises as general office space;
                      nor connect with electric current, except through
                      existing electrical outlets in the Premises, or water
                      pipes, any apparatus or device for the purposes of using
                      electrical current or water.  If Tenant shall require
                      water or electric current or any other resource in excess
                      of that usually furnished or supplied for use of the
                      Premises as general office space, Tenant shall first
                      procure the consent of Landlord which Landlord may
                      refuse, to the use thereof, and Landlord may cause a
                      special meter to be installed in the Premises so as to
                      measure the amount of water, electric current or other
                      resource consumed for any such other use.  The cost of
                      any such meters and of installation, maintenance, and
                      repair thereof shall be paid for by Tenant, and Tenant
                      agrees to pay Landlord promptly upon demand by Landlord
                      for all such water, electric current or other resource
                      consumed, as shown by said meters, at the rate charged by
                      the local public utility, furnishing the same, plus any
                      additional expense incurred in keeping account of the
                      water, electric current or other resource so consumed.
                      Landlord shall not be in default hereunder or be liable
                      for any damages directly or indirectly resulting from,
                      nor shall the rental herein reserved be abated by reason
                      of (i) the installation, use or interruption of use of
                      any equipment in connection with the furnishing of any of
                      the foregoing utilities and services, (ii) failure to
                      furnish or delay in furnishing any such utilities or
                      services when such failure or delay is caused by Acts of
                      God or the elements, labor disturbances of any character,
                      any other accidents or other conditions beyond the
                      reasonable control of Landlord, or by the making of
                      repairs or improvements to the Premises or the Building,
                      or (iii) the limitation, curtailment, rationing, or
                      restriction on use of water or electricity, gas or any
                      other form of energy or any other service or utility
                      whatsoever serving the Premises of the Building.
                      Furthermore, Landlord shall be entitled to cooperate
                      voluntarily in a reasonable manner with the efforts of
                      national, state or local governmental agencies or
                      utilities suppliers in reducing energy or other resources
                      consumption.

                      (D) Any sums payable under this Paragraph 12 shall be
                      considered additional rent and may be added to any
                      installment or rent thereafter becoming due, and Landlord
                      shall have the same remedies for a default in payment of
                      such sum as for a default in the payment of rent.

ESTOPPEL         13.  (A) Within ten (10) days following any written request
CERTIFICATE           which Landlord may make from time to time, Tenant shall 
                      execute and deliver to Landlord a certificate
                      substantially in the form attached hereto as Exhibit "D"
                      and made a part hereof, indicating thereon any exceptions
                      thereto which may exist at that time.  Failure of the
                      Tenant to execute and deliver such certificate shall
                      constitute an acceptance of the Premises and
                      acknowledgment by Tenant that the statements included in
                      Exhibit "D" are true and correct without exception. 
                      Landlord and Tenant intend that any statement delivered
                      pursuant to this paragraph may be relied upon by any
                      mortgagee, beneficiary, purchaser or prospective
                      purchaser of the Building or any interest therein.

                      (B) Within ten (10) days following any written request
                      from Landlord, Tenant shall furnish current financial
                      statements to Landlord.

HOLDING          14.  (A) Any holding over after the expiration of this Lease
OVER                  with the written consent of Landlord shall be a tenancy 
                      from month to month.  The terms, covenants and conditions
                      of such tenancy shall be the same as provided herein, and
                      the monthly rental shall be the then fair market value 
                      of the Premises as determined by Landlord, but in no 
                      event less than the monthly rental for the last period
                      prior to the expiration subject to adjustment
<PAGE>   6

                      (B) If Tenant shall retain possession of the Premises or
                      any part thereof without Landlord's consent following the
                      expiration or sooner termination of this Lease for any
                      reason, then Tenant shall pay to Landlord for each day of
                      such retention double the amount of the daily rental for
                      the last period prior to the date of such expiration or
                      termination, subject to adjustment as provided in
                      Paragraph 27.  Tenant shall also indemnify and hold
                      Landlord harmless from any loss or liability resulting
                      from delay by Tenant in surrendering the Premises,
                      including, without limitation, any claims made by any
                      succeeding tenant founded on such delay.  Alternatively,
                      if Landlord gives notice to Tenant of Landlord's election
                      thereof, such holding over shall constitute renewal of
                      this Lease for a period from month to month.  Acceptance
                      of rent by Landlord following expiration or termination
                      shall not constitute a renewal of this Lease, and nothing
                      contained in this paragraph shall waive Landlord's right
                      of re-entry or any other right.  Unless Landlord
                      exercises the option hereby given to it, Tenant shall be
                      only a tenant at sufferance, whether or not Landlord
                      accepts any rent from Tenant while Tenant is holding over
                      without Landlord's written consent.

SUB-             15.  Without the necessity of any additional document being
ORDINATION            executed by Tenant for the purpose of effecting a 
                      subordination, this Lease shall be subject and
                      subordinate at all times to: (a) all ground leases or
                      underlying leases which may now exist or hereafter be
                      executed affecting the Building or the land upon which
                      the Building is situated or both, and (b) the lien of any
                      mortgage or deed of trust which may now exist or
                      hereafter be executed in any amount for which said
                      Building, land, ground leases or underlying leases, or
                      Landlord's interest or estate in any of said items, is
                      specified as security.  Notwithstanding the foregoing,
                      Landlord shall have the right to subordinate or cause to
                      be subordinated any such ground leases or underlying
                      leases or any such liens to this Lease.  In the event
                      that any ground Lease or underlying Lease terminates for
                      any reason or any mortgage or deed of trust is foreclosed
                      or a conveyance in lieu of foreclosure is made for any
                      reason, Tenant shall, notwithstanding any subordination,
                      attorn to and become the Tenant of the successor in
                      interest to Landlord at the option of such successor in
                      interest.  Tenant covenants and agrees to execute and
                      deliver, upon demand by Landlord and in the form
                      requested by Landlord, any additional documents
                      evidencing the priority of subordination of this Lease
                      with respect to any such ground leases or underlying
                      leases or the lien of any such mortgage or deed of trust.
                      Tenant hereby irrevocably appoints Landlord as
                      attorney-in-fact of Tenant to execute, deliver and record
                      any such documents in the name and on behalf of Tenant.

RULES AND        16.  Tenant shall faithfully observe and comply with the rules
REGULATIONS           and regulations printed on or annexed to this Lease and 
                      all reasonable modifications thereof and additions
                      thereto from time to time put into effect by Landlord. 
                      Landlord shall not be responsible for the nonperformance
                      by any other Tenant or occupant of the Building of any
                      said rules and regulations.

RE-ENTRY BY      17.  Landlord reserves and shall at all times have the right
LANDLORD              to re-enter the Premises to inspect the same, to supply 
                      janitor service and any other service to be provided by 
                      Landlord to Tenant hereunder, to show said Premises to 
                      prospective purchasers, mortgagees or tenants, to post 
                      notices of non-responsibility, and to alter, improve,
                      or repair the Premises and any portion of the building of
                      which the Premises are a part, without abatement of rent,
                      and may for that purpose erect, use, and maintain
                      scaffolding, pipes, conduit, and other necessary
                      structures in and through the Premises where reasonably
                      required by the character of the work to be performed,
                      provided that entrance to the Premises shall not be
                      blocked thereby, and further provided that the business
                      of Tenant shall not be interfered with unreasonably. 
                      Tenant hereby waives any claim for damages for any injury
                      or inconvenience to or interference with Tenant's
                      business, any loss of occupancy or quiet enjoyment of the
                      Premises, and any other loss occasioned thereby.  For
                      each of the aforesaid purposes, Landlord shall at all
                      times have and retain a key with which to unlock all of
                      the doors in, upon, and about the Premises, excluding
                      Tenant's vaults and safes, or special security areas
                      (designated in advance), and Landlord shall have the
                      right to use any and all means which Landlord may deem
                      necessary or proper to open said doors in an emergency,
                      in order to obtain entry to any portion of the Premises,
                      and any entry to the Premises, or portions thereof
                      obtained by Landlord by any of said means, or otherwise,
                      shall not under any circumstances be construed or deemed
                      to be a forcible or unlawful entry into, or a detainer
                      of, the Premises, or an eviction, actual or constructive,
                      of Tenant from the Premises or any portions thereof. 
                      Landlord shall also have the right at any time, without
                      the same constituting an actual or constructive eviction
                      and without incurring any liability to Tenant therefor,
                      to change the arrangement and/or location of entrances,
                      passageways, doors and doorways, and corridors,
                      elevators, stairs, toilets, or other public parts of the
                      Building and to change the name, number or designation by
                      which the Building is commonly known.

INSOLVENCY       18.  The appointment of a receiver to take possession of all
OR                    or substantially all of the assets of Tenant, or an 
BANKRUPTCY            assignment of Tenant for the benefit of creditors, or any
                      action taken or suffered by Tenant under any insolvency,
                      bankruptcy, or reorganization act, shall at Landlord's
                      option constitute a breach of this Lease by Tenant.  Upon
                      the happening of any such event or at any time
                      thereafter, this Lease shall terminate five (5) days
                      after written notice of termination from Landlord to
                      Tenant.  In no event shall this Lease be assigned or
                      assignable by operation of law or by voluntary or
                      involuntary bankruptcy proceedings or otherwise and in no
                      event shall this Lease or any rights or privileges
                      hereunder be an asset of Tenant under any bankruptcy,
                      insolvency, or reorganization proceedings.

DEFAULT          19.  The failure to perform or honor any covenant, condition
                      or representation made under this Lease shall constitute
                      a default hereunder by Tenant. Tenant shall not have any
                      grace period within which to cure any default in the
                      payment of rental or adjustments thereto, and Landlord
                      shall not be required to give any notice to Tenant of any
                      such default before exercising any remedies available to
                      Landlord.  Tenant shall have a period of ten (10) days
                      from the date of written notice from Landlord within
                      which to cure any default under this Lease other than a
                      default in the payment of rental or adjustments thereto;
                      provided, however, that with respect to any default which
                      cannot reasonably be cured within ten (10) days, Tenant
                      shall have additional time necessary to cure the default
                      so long as Tenant commences to cure within ten (10) days
                      from Landlord's notice, and continues to prosecute
                      diligently the curing thereof. Upon a default under this
                      Lease by Tenant, and failure to cure the default by Tenant
                      within the permissible time period, if any, Landlord
                      shall have the following rights and remedies in addition
                      to, or as an alternative to, any other rights or remedies
                      available to Landlord at law or in equity:

                      (A) The Lease may be terminated at the option of Landlord
                      by notice in writing to Tenant.  If Landlord gives notice
                      to Tenant as herein provided, the Lease will be deemed
                      terminated as of the date specified in Landlord's notice
                      and Tenant shall have no further rights or obligations
                      under the Lease except as provided in the Paragraph 19
                      which shall survive termination of the Lease.

                      (B) Unless the Lease is terminated as provided in
                      subparagraph (a), the Lease will continue in full force
                      and effect, except Tenant's right to possession of the
                      Premises may be terminated at anytime, at the option of
                      Landlord, by notice in writing to Tenant.  If Landlord
                      gives notice to Tenant as herein provided, Tenant's right
                      to possession of the Premises will be deemed terminated
                      as of the date specified in Landlord's notice, and
                      Landlord, as attorney-in-fact for Tenant, may from time
                      to time, but shall not be obligated to, sublet the
                      Premises or any part thereof for such term or terms and
                      at such rental and such other terms as Landlord in its
                      sole discretion deems advisable, with the right to make
                      alterations and repairs to the Premises.  Upon each
                      subletting, at the option of Landlord, (i) either Tenant
                      shall be immediately liable to pay to Landlord, in
                      addition to indebtedness other than rent due hereunder,
                      the cost of such subletting and such alterations and
                      repairs incurred by Landlord and the amount, if any, by
                      which the rent hereunder for the period of such
                      subletting exceeds the amount to be paid as rent for the
                      Premises for such period, or (ii) Landlord shall apply
                      rents received from such subletting first, to payment of
                      any indebtedness other than rent due hereunder from
                      Tenant to Landlord; second, to the payment of any costs
                      of subletting and of any alterations and repairs; third,
                      to payment of rent due and unpaid hereunder; and the
                      residue, if any, shall be held by Landlord and applied in
                      payment of future rent as the same comes due hereunder.
                      If, under the option (i), the rents shall not be promptly
                      paid to Landlord by the subtenant(s), or if, under option
                      (ii), the rentals received from the subletting during any
                      month are less than all amounts owed for that month by
                      Tenant hereunder, Tenant shall pay any such deficiency to
                      Landlord.  Such deficiency shall be calculated and paid
                      monthly.  Unless and until the Lease is terminated as
                      provided in subparagraph (a), Tenant shall continue to be
                      liable to Landlord for rent and all other amounts owing
                      under the Lease when and as they become due, whether or
                      not Tenant's possession of the Premises has been
                      terminated, and whether or not the Premises are sublet by
                      Landlord.  For all purposes set forth in the subparagraph
                      (b), Landlord is hereby irrevocably appointed
                      attorney-in-fact for Tenant, with power of substitution.
                      No taking possession of the Premises by Landlord, as
                      attorney-in-fact for Tenant, shall be construed as an
                      election on its part to terminate this Lease unless a
                      written notice of such intention is given to Tenant as
                      provided in subparagraph (a).  Notwithstanding any action
                      taken by Landlord under this subparagraph, Landlord may
                      at anytime thereafter elect to terminate this Lease for
                      such previous breach.

                      (C) Upon termination of the Lease as provided in
                      subparagraph (a), or upon termination of Tenant's right
                      to possession of the Premises, as provided in
                      subparagraph (b), Landlord may re-enter and take
                      possession of the Premises, and may remove any persons or
                      property by legal action or by self-help with the use of
                      reasonable force or any other means and without liability
                      for damages.  Any of Tenant's property remaining on the
                      Premises, including, without limitation, equipment,
                      inventory, furnishings and trade fixtures, shall be
                      deemed to have been abandoned by Tenant and shall be and
                      become the property of Landlord; provided, however, that
                      Landlord may, in its sole discretion, reject the property
                      and
<PAGE>   7

                          (1) All past due rent and other amounts owing by
                          Tenant to Landlord pursuant to the terms of this
                          Lease as of the date of termination of the Lease.

                          (2) All costs associated with Tenant's default,
                          whether or not suit was commenced, including, without
                          limitation, costs of reentry and reletting, costs of
                          clean-up, refurbishing, removal of Tenant's property
                          and fixtures, other expenses occasioned by Tenant's
                          failure to quit the Premises upon termination and to
                          leave them in the required condition, any remodeling
                          costs, attorneys' fees, court costs, broker
                          commissions and advertising costs.

                          (3) The loss of reasonable rental value from the date
                          of termination of the Lease until a new tenant has
                          been, or with the exercise of reasonable efforts
                          could have been, secured.

                          (4) Any excess of the value of the rent and all of
                          Tenant's other obligations under this Lease, as if
                          the Lease had not been terminated, over the
                          reasonable expected return from the Premises for the
                          period commencing on the earlier of the date of trial
                          or the date the Premises are relet and continuing
                          through the end of the term.  The present value of
                          future amounts will be computed using a discount rate
                          equal to the lowest prime interest rate announced
                          by a major Washington bank on short-term commercial
                          loans for its most credit-worthy customers, in effect
                          on the earlier of the date of trial or the date the
                          Premises are relet.

                 (e)  Landlord may, in its sole discretion, sue periodically to
                      recover damages during the period corresponding with the
                      remainder of the Lease term, whether or not the Lease has
                      been terminated, and no action for damages shall bar a
                      later action for damages subsequently accruing.

                 (f)  Landlord may elect to call the entire amount of rental
                      for the balance of the term, or what would have been the
                      balance of the term if the Lease had not been terminated
                      as provided in subparagraph (a), immediately due and
                      payable, which rent shall be paid by Tenant to Landlord
                      as liquidated damages.

DAMAGE BY        20.  If the Premises or the Building are damaged by fire or
FIRE, ETC.            other casualty, Landlord shall forthwith repair the same, 
                      provided such repairs can be made within two hundred
                      ten (210) days from the date of such damage under the laws
                      and regulations of the federal, state, and local
                      governmental authorities having jurisdiction thereof. In
                      such event, this Lease shall remain in full force and
                      effect except that Tenant shall be entitled to a
                      proportionate reduction of rent while such repairs to be
                      made hereunder by Landlord are being made.  Said
                      proportionate reduction shall be based on the extent to
                      which the making of such repairs to be made hereunder by
                      Landlord shall interfere with the business carried on by
                      Tenant on the Premises.  Within twenty (20) days from the
                      date of such damage, Landlord shall notify Tenant whether
                      or not such repairs can be made within two hundred
                      ten(210)days from the date of such damage and Landlord's
                      determination thereof shall be binding on Tenant.  If
                      such repairs cannot be made within two hundred ten (210)
                      days from the date of such damage, Landlord shall have
                      the option within thirty (30) days of the date of such
                      damage either to: (a) notify Tenant of Landlord's
                      intention to repair such damage and diligently prosecute
                      such repairs, in which event this Lease shall continue in
                      full force and effect and the rent shall be reduced as
                      provided herein; or (b) notify Tenant of Landlord's
                      intention to terminate this Lease as of a date specified
                      in such notice, which date shall be not less than thirty
                      (30) days nor more than sixty (60) days after such notice
                      is given.  In the event that such notice to terminate is
                      given by Landlord, this Lease shall terminate on the date
                      specified in such notice.  In case of termination by
                      either event, the rent shall be reduced by a
                      proportionate amount based upon the extent to which said
                      damage interfered with the business carried on by Tenant
                      in the Premises, and the Tenant shall pay such reduced
                      rent up to the date of termination.  Landlord agrees to
                      refund to Tenant any rent previously paid for any period
                      of time subsequent to such date of termination.  The
                      repairs to be made hereunder by Landlord shall not
                      include, and Landlord shall not be required to repair,
                      any damage by fire or other cause to the property of
                      Tenant or any repairs or replacements of any paneling,
                      decorations, ceiling, floor coverings, or any
                      alterations, additions, fixtures or improvements
                      installed on the Premises by or at the expense of Tenant.

EMINENT          21.  If any part of the property described in Exhibit "E"
DOMAIN                shall be taken or appropriated under the power of eminent 
                      domain or conveyed in lieu thereof, Landlord shall have 
                      the right to terminate this Lease at its sole option. 
                      In such event Landlord shall receive (and Tenant shall
                      assign to Landlord upon demand from Landlord) any and all
                      income, rent, award or any interest thereon which may be
                      paid or owed in connection with the exercise of such
                      power of eminent domain or conveyance in lieu thereof,
                      and Tenant shall have no claim against Landlord or
                      against the agency exercising such power or receiving
                      such conveyance, for any part of such sum paid by virtue
                      of such proceedings, whether or not attributable to the
                      value of the unexpired term of this Lease.  If a part of
                      the property described in Exhibit "E" shall be so taken
                      or appropriated or conveyed and Landlord hereto shall
                      elect not to terminate this Lease, Landlord shall
                      nonetheless receive (and Tenant shall assign to Landlord
                      upon demand from Landlord) any and all income, rent,
                      award, or any interest thereon paid or owed in connection
                      with such taking, appropriation or conveyance and if the
                      Premises have been damaged as a consequence of such
                      partial taking or appropriation or conveyance, Landlord
                      shall restore the Premises continuing under this Lease at
                      Landlord's cost and expense provided that such
                      restoration can be made, in Landlord's sole opinion
                      within three hundred sixty (360) days of the time the
                      property so taken is appropriated or conveyed.

                      If such restoration cannot be made, in Landlord's sole
                      opinion, within three hundred sixty (360) days from the
                      time of taking, Landlord shall notify Tenant within sixty
                      (60) days of such taking and Tenant shall have the right
                      to cancel this Lease by giving Landlord written notice of
                      its intention to cancel within thirty (30) days of the
                      date of Landlord's notice.

                      If Tenant elects not to cancel this Lease, it shall
                      remain in full force and effect except that Tenant shall
                      be entitled to an appropriate reduction in rent while
                      such restoration is being made by Landlord.  Such
                      proportionate reduction shall be based upon the extent to
                      which the restoration being made by Landlord shall
                      interfere with the business carried on by Tenant in the
                      demised Premises.  Landlord will not be required to
                      repair or restore any injury or damage to the property of
                      Tenant or make any repairs or restoration to any
                      alterations, additions, fixtures or improvements
                      installed in the Premises by or at the expense of Tenant.

                      Notwithstanding anything to the contrary contained in
                      this paragraph, if the temporary use or occupancy of any
                      part of the Premises shall be taken or appropriated under
                      such power of eminent domain during the term of this
                      Lease, this Lease shall be and remain unaffected by such
                      taking or appropriation and Tenant shall continue to pay
                      in full all rent payable hereunder by Tenant during the
                      term of this Lease; in the event of any such temporary
                      appropriation or taking, Tenant shall be entitled to
                      receive that portion of any award which represents
                      compensation for the use or occupancy of the Premises
                      during the term of this Lease, and Landlord shall be
                      entitled to receive that portion of any award which
                      represents the cost of restoration of the Premises and
                      the use and occupancy of the Premises after the end of
                      the term of this Lease.

SALE BY          22.  In the event of a sale or conveyance by Landlord of the
LANDLORD              Building, the same shall operate to release Landlord from
                      any future liability upon any of the covenants or
                      conditions, express or implied, herein contained in favor
                      of Tenant, and in such event Tenant agrees to look solely
                      to the responsibility of the successor in interest of 
                      Landlord in and to this Lease.  This Lease shall not be 
                      affected by any such sale, and Tenant agrees to attorn 
                      to the purchaser or assignee.

RIGHT OF         23.  All covenants and agreements to be performed by Tenant
LANDLORD TO           under any of the terms of this Lease shall be performed 
PERFORM               by Tenant at Tenant's sole cost and expense and without 
                      any abatement of rent.  If Tenant shall fail to pay any 
                      sum of money, other than rent, required to be paid by
                      it hereunder or shall fail to perform any other act on
                      its part to be performed hereunder, and such failure
                      shall continue for ten (10) days after notice thereof by
                      Landlord, Landlord may, but shall not be obligated so to
                      do, and without waiving or releasing Tenant from any
                      obligations of Tenant, make any such payment or perform
                      any such act on Tenant's part to be made or performed as
                      in this Lease provided.  All sums so paid by Landlord and
                      all necessary incidental costs together with interest
                      thereon at the rate of eighteen percent (18%) per annum
                      or four percent (4%) above the prime rate of Seattle
                      First National Bank, whichever is more per annum from the
                      date of such payment by Landlord, shall be payable as
                      additional rent to Landlord on demand, and Tenant
                      covenants to pay any such sums, and Landlord shall have,
                      in addition to any other right or remedy of Landlord, the
                      same rights and remedies in the event of nonpayment
                      thereof by Tenant as in the case of default by Tenant in
                      the payment of the rent.

SURRENDER        24.  (a) Tenant shall, at least ninety (90) days before the
OF PREMISES           last day of the term hereof, give to Landlord a written 
                      notice of intention to surrender the Premises on that 
                      date, but nothing contained herein shall be construed as 
                      an extension of the term hereof or as consent of 
                      Landlord to a holding over by Tenant.
<PAGE>   8

                      equipment belonging to Tenant at Tenant's sole cost, title
                      to which shall be in Tenant until such termination,
                      repairing any damage caused by such removal.  Property
                      not so removed upon the termination of this Lease or upon
                      termination of Tenant's right to possession shall be
                      deemed abandoned by Tenant, and title to the same shall
                      thereupon pass to Landlord.  Upon request by Landlord,
                      unless otherwise agreed to in writing by Landlord, Tenant
                      shall remove, at Tenant's sole cost, any or all permanent
                      improvements or additions to the Premises installed by or
                      at the expense of Tenant and all movable furniture and
                      equipment belonging to Tenant which may be left by Tenant
                      and repair any damage resulting from such removal.

                      (C) The voluntary or other surrender of this Lease by
                      Tenant, or a mutual cancellation thereof, shall not work
                      a merger, and shall, at the option of Landlord, terminate
                      all or any existing subleases or subtenancies, or may, at
                      the option of Landlord, operate as an assignment to it or
                      any or all such subleases or subtenancies.

WAIVER           25.  If either Landlord or Tenant waives the performance of
                      any term, covenant or condition contained in this Lease,
                      such waiver shall not be deemed to be a waiver of any
                      subsequent breach of the same or any other term,
                      covenant or condition contained herein.  Furthermore, the
                      acceptance of rent by Landlord shall not constitute a
                      waiver of any preceding breach by Tenant of any term,
                      covenant or condition of this Lease, regardless of
                      Landlord's knowledge of such preceding breach at the time
                      Landlord accepted such rent.  Failure by Landlord to
                      enforce any of the terms, covenants or conditions of this
                      Lease for any length of time shall not be deemed to waive
                      or to decrease the right of Landlord to insist thereafter
                      upon strict performance by Tenant.  Waiver by Landlord of
                      any term, covenant or condition contained in this Lease
                      may only be made by a written document signed by
                      Landlord.

NOTICES          26.  All notices and demands which may be or are required to be
                      given by either party to the other hereunder shall be in
                      writing.  All notices and demands by Landlord to Tenant
                      shall be sent by United States certified or registered
                      mail, postage prepaid, addressed to Tenant at the
                      Premises, or to such other place as Tenant may from time
                      to time designate in a notice to Landlord.  All notices
                      and demands by Tenant to Landlord shall be sent by
                      United States certified or registered mail, postage
                      prepaid, addressed to Landlord at the address specified
                      in the Basic Lease Information, or to such other firm or
                      to such other place as Landlord may from time to time
                      designate in a notice to Tenant.  All notices and demands
                      shall be deemed given on the date personally delivered to
                      the address designated above or on the date mailed as
                      provided above.

RENTAL            27. RENTAL ADJUSTMENT FOR COSTS OF OPERATIONS, UTILITIES AND
ADJUSTMENTS           TAXES ADJUSTMENTS     
     
                      I.  COSTS OF OPERATIONS AND UTILITIES

                          In addition to the Basic Rent to be paid hereunder,
                          Tenant shall pay to Landlord increases under this
                          Paragraph 27 as Additional Rent in the manner set
                          forth below:

                          (A)  Definition: For the purposes hereof, the
                               terms used in this Paragraph 27 shall have the 
                               following meanings:

                               (i)    "Operating Costs" shall include Costs of 
                                       Utilities and Other Operating Costs.

                                       (1) "Costs of Utilities" shall mean all
                                       expenses paid or incurred by Landlord,
                                       including any surcharges imposed, in
                                       operation and maintenance of the
                                       Building for heat, light, power, gas,
                                       fuel, air conditioning and ventilating,
                                       electricity and the cost of electrical
                                       surveys, other utilities, including
                                       without limitation to temporary or
                                       permanent utility surcharge or other
                                       exaction, whether now or hereinafter
                                       imposed.

                                       (2) "Other Operating Costs" shall mean
                                       all other expenses paid or incurred by
                                       Landlord for maintaining, operating and
                                       repairing the Building and any real or
                                       personal property used in conjunction
                                       therewith, including, without
                                       limitation: guard services, materials
                                       and supplies, equipment and locks,
                                       service agreements on equipment, the
                                       costs of refuse collection, sewer, water
                                       and other utilities services (excluding
                                       costs included in the Costs of
                                       Utilities), supplies, fluorescent tubes
                                       (which Landlord may replace from time to
                                       time on a group re-lamping basis)
                                       janitorial and cleaning services, window
                                       washing, landscape maintenance, services
                                       of independent contractors, compensation
                                       (including employment taxes and fringe
                                       benefits) of all persons who perform
                                       duties in connection with the operation,
                                       maintenance and repair of the Building,
                                       its equipment and the Land upon which it
                                       is situated, insurance, licenses,
                                       permits and inspection fees.  Building
                                       office rent or rental value,
                                       depreciation on personal property,
                                       including without limitation, window
                                       coverings provided by Landlord and
                                       carpeting in public corridors and common
                                       areas, and the cost of contesting the
                                       validity or applicability of any
                                       governmental enactments which may affect
                                       operating costs, customary management
                                       fees (currently equal to 4% of the gross
                                       rental income from the Building, whether
                                       such fees are actually paid or not),
                                       legal and accounting expenses and any
                                       other expense or charge whether or not
                                       hereinabove described which in
                                       accordance with general accepted
                                       accounting and management practices
                                       would be considered an expense of
                                       maintaining, operating or repairing the
                                       Building.

                                       Notwithstanding anything to the
                                       contrary herein contained, operating
                                       costs shall not include:  
                                       (A) Costs of any special services 
                                       rendered to individual tenants
                                       (including Tenant) for which a special 
                                       charge is made; 
                                       (B) Real Property Taxes (as defined in
                                       Paragraph 27 of this Lease); and 
                                       (C) Depreciation or amortization of costs
                                       required to be capitalized in accordance
                                       with generally accepted accounting
                                       practices (except Other Operating Costs
                                       shall include amortization of capital
                                       improvements made subsequent to the
                                       initial development of the Building
                                       which are designed with a reasonable
                                       probability of improving the operating
                                       efficiency or security of the Building
                                       or its systems, provided that such
                                       amortization costs shall not exceed
                                       expected savings in operating costs
                                       resulting from such capital
                                       expenditures).

                               (ii)    "Lease Year" shall mean the twelve-month 
                                       period commencing January 1 and ending 
                                       December 31.

                               (iii)   "Base Services Year" shall mean the
                                       Lease Year in which the Commencement 
                                       Date occurs.

                               (iv)    "Actual Costs" shall mean the actual
                                       expenses paid or incurred by
                                       Landlord for Operating Costs during
                                       any Lease Year of the term hereof.

                               (v)     "Actual Costs Allocable to the
                                       Premises" shall mean the Tenant's
                                       share of the Actual Costs determined
                                       by Tenant's Percentage of the
                                       Building described in the Basic
                                       Lease Information.

                               (vi)    "Estimated Costs Allocable to the
                                       Premises" shall mean Landlord's
                                       estimate of Actual Costs Allocable
                                       to the Premises for the following
                                       Lease Year to be given by Landlord
                                       to Tenant pursuant to Paragraph
                                       27(c) below.

                          (B)  Base Amount. The "Base Amount" for purposes
                               of this Section shall be the aggregate of:
 
                               (i)     Actual Costs Allocable to the
                                       Premises for the Base Services Year
                                       for Other Operating Costs (excluding
                                       Costs of Utilities); and

                               (ii)    With respect to Costs of Utilities,
                                       an amount determined by multiplying
                                       the Base Utility Rate, as specified
                                       in the Basic Lease Information by
                                       the area of Tenant's Premises as
                                       described in the Basic Lease
                                       Information; provided, however, that
                                       Landlord shall estimate to the
                                       extent required the Actual Costs
                                       Allocable to the Premises for
                                       purposes of determining the Base
                                       Amount in the statement furnished in
                                       accordance with Paragraph 27(c)
                                       below and payments shall be further
                                       adjusted as appropriate at such time
                                       as Actual Costs are determined in
                                       accordance with Paragraph 27(d)
                                       below.

                          (c)  Additional Rent for Estimated Increases in
                               Costs.  Prior to the commencement of each
                               Lease Year (except that with respect to the
                               Base Services Year, Paragraphs 27(c) and (d)
                               shall apply only to the Costs of Utilities
                               and shall exclude Other Operating Costs)
<PAGE>   9

                               its estimate for such Lease Year and
                               Additional Rent payments by Tenant for such
                               Lease Year shall be based on such revised
                               estimate.

                      (d)      Actual Costs.  Within 120 days after the
                               close of each Lease Year during the term
                               hereof, or as soon thereafter as practicable,
                               Landlord shall deliver to Tenant a written
                               statement setting forth the Actual Costs
                               Allocable to the Premises during the
                               preceding Lease Year.  If such costs for any
                               Lease Year exceed Estimated Costs Allocable
                               to the Premises paid by Tenant to Landlord
                               pursuant to the preceding subsection (c),
                               Tenant shall pay the amount of such excess to
                               Landlord as added Additional Rent within 20
                               days after receipt of such statement by
                               Tenant.  If such statement shows such costs
                               to be less than the amount paid by Tenant to
                               Landlord pursuant to the preceding subsection
                               (c), then the amount of such overpayment by
                               Tenant shall be credited by Landlord to the
                               next immediate Rent payable by Tenant.
                               
                      (e)      Determinations.  The determination of Actual
                               Costs and Estimated Costs Allocable to the
                               Premises shall be made by Landlord.
                               
                      (f)      Beginning of Term.  If this Lease shall
                               commence on a day other than the first day of
                               a Lease Year, the amount of any adjustment
                               between Estimated and Actual Costs Allocable
                               to the Premises with respect to the Lease
                               Year in which such commencement occurs shall
                               be prorated on the basis which the number of
                               days from the commencement of this Lease to
                               the end of the Lease Year bears to 365; and
                               any amount payable by Landlord to Tenant or
                               Tenant to Landlord with respect to such
                               adjustment shall be payable within 30 days
                               after delivery by Landlord to Tenant of the
                               statement of Actual Costs Allocable to the
                               Premises with respect to such Lease Year.
                               
                      (g)      End of Term.  If this Lease shall terminate
                               on a day other than the last day of a Lease
                               Year, the amount of any adjustment between
                               Estimated and Actual Costs Allocable to the
                               Premises with respect to the Lease Year in
                               which such termination occurs shall be
                               prorated on the basis which the number of
                               days from the commencement of such Lease Year
                               to and including such termination date bears
                               to 365; and shall be due and payable when
                               rendered, notwithstanding the termination of
                               this Lease.
                               
                      (h)      Further Adjustment.  In the event the average
                               occupancy level of the Building for the Base
                               Services Year was or is not 95% or more of
                               full occupancy, then the Actual Costs for
                               such year shall be proportionately adjusted
                               by Landlord to reflect those costs which
                               would have occurred had the Building been 95%
                               occupied during such year.
                               
                      (i)      Base Rent.  Notwithstanding anything to the
                               contrary in this Paragraph 27, the Rent
                               payable by Tenant shall in no event be less
                               than the Rent specified in the Basic Lease
                               Information.
                               
                      (j)      Nonpayment of Additional Rent.  In the event
                               of nonpayment of the Additional Rent
                               hereunder, Landlord shall have the same
                               rights with respect to such nonpayment as it
                               has with respect to any other nonpayment of
                               Rent hereunder.

                 II.  COSTS OF TAXES

                      In addition to the Basic Rent to be paid hereunder,
                      Tenant shall pay to Landlord increases under this
                      Paragraph 27 as Additional Rent in the manner set forth
                      below:

                      (a)      Definition: for purposes hereof, the terms
                               used in the Paragraph 27 shall have the 
                               following meanings:


                               (i)     "Real Property Taxes" shall mean
                                       taxes on real property, development
                                       rights, air rights, and personal
                                       property, including all tenant
                                       improvements which are paid for by
                                       Landlord and not reimbursed by
                                       tenants, and taxes on property of
                                       tenants of the Building, which have
                                       not been paid by such tenants
                                       directly to the taxing authority;
                                       charges and assessment levied with
                                       respect to the Land, the Building,
                                       development rights, air rights, any
                                       improvements, fixtures and
                                       equipment, and all other property of
                                       Landlord, real or personal, used
                                       directly in the operation of the
                                       Building and located in or on the
                                       Building; and any taxes levied or
                                       assessed in addition to or in lieu
                                       of, in whole or in part, such real
                                       property or personal property taxes,
                                       or any other tax upon leasing of the
                                       Building or rents collected, but not
                                       including any federal or state
                                       income tax or franchise tax, and the
                                       cost to Landlord of contesting the
                                       amount or validity or applicability
                                       of any of the aforementioned taxes.
                                       Net recoveries through protest,
                                       after deduction of all costs and
                                       expenses, including counsel and
                                       other fees, shall be deducted from
                                       direct taxes for the year of
                                       receipt.

                               (ii)    "Lease Year" shall mean the period
                                       defined in Paragraph 27(a)(iii) herein.

                               (iii)   "Tenant's Share of Real Property
                                       Taxes" shall mean the amount of Real
                                       Property Taxes payable during any
                                       Lease Year by Landlord multiplied by
                                       Tenant's Percentage of the Building
                                       described in the Basic Lease
                                       Information.

                               (iv)    "Base Tax Amount" shall mean the
                                       product of the Base Tax Rate
                                       described in the Basic Lease
                                       Information multiplied by the area
                                       of Tenant's Premises as described in
                                       the Basic Lease Information.

         (b)     Additional Rent for Estimated Increase in Tenant's Share of
                 Real Property Taxes.  Prior to the commencement of each Lease
                 Year, or as soon thereafter as practicable, Landlord may
                 furnish Tenant with a written statement setting forth the
                 estimate of Tenant's Share of Real Property Taxes for such
                 Lease Year.  One-twelfth (1/12) of the amount, if any, by
                 which such estimate exceeds the Base Tax Amount shall be
                 Additional Rent payable by Tenant as provided in Paragraph 3
                 for each month during such Lease Year.

         (c)     Actual Real Property Taxes.  Within 120 days after the close
                 of each Lease Year, during the term hereof, or as soon
                 thereafter as practicable, Landlord shall deliver to Tenant a
                 written statement setting forth the Tenant's Share of Real
                 Property Taxes during the preceding Lease Year.  If Tenant's
                 Share of Real Property Taxes for such Lease Year exceeds the
                 estimated Tenant's Share of Real Property Taxes determined as
                 provided in Paragraph 27II(b), Tenant shall pay the amount of
                 such excess to Landlord as added Additional Rent within 20
                 days after receipt of such statement by Tenant.  If such
                 statement shows such amount to be less than the amount paid by
                 Tenant to Landlord pursuant to Paragraph 27II(b), then the
                 amount of such overpayment shall be credited by Landlord to
                 the next immediate Rent payable by Tenant, within 30 days
                 following the date of such statement.

         (d)     Personal Property Taxes.  Tenant shall pay, prior to
                 delinquency, all Personal Property Taxes payable with respect
                 to all Property of Tenant located on the Premises or the
                 Building and promptly upon request of Landlord shall provide
                 written proof of such payment.  As used herein, "Property of
                 Tenant" shall include all improvements which are paid for by
                 Tenant.  "Personal Property Taxes" shall include all property
                 taxes assessed against the Property of Tenant, whether
                 assessed as real or personal property.

         (e)     Determinations.  The determination of Tenant's Share of Real
                 Property Taxes shall be made by Landlord.

         (f)     Beginning of Term.  If this Lease shall commence on a day
                 other than the first day of a Lease Year, the amount of any
                 adjustment between the estimated and actual Tenant's Share of
                 Real Property Taxes with respect to the Lease Year in which
                 such commencement occurs shall be prorated on the basis which
                 the number of days from the commencement of this Lease to the
                 end of the Lease Year bears to 365; and any amount payable by
                 Landlord to Tenant or Tenant to Landlord with respect to such
                 adjustment shall be payable within 30 days after delivery by
                 Landlord to Tenant of the statement of Tenant's Share of Real
                 Property Taxes with respect to such Lease Year.

         (g)     End of Term.  If this Lease shall terminate on a day other
                 than the last day of a Lease Year, the amount of any
                 adjustment between the estimated and actual Tenant's Share of
                 Real Property Taxes with respect to the Lease Year in which
                 such termination occurs shall be prorated on the basis which
                 the number of days from commencement of such Lease Year to and
                 including such termination date bears to 365 and shall be due
                 and payable when rendered notwithstanding the termination
                 of this Lease.
<PAGE>   10

                      (i)         Nonpayment of Additional Rent.  In the event
                                  of nonpayment of Additional Rent payable by
                                  Tenant hereunder, Landlord shall have the
                                  same rights with respect to such nonpayment
                                  as it has with respect to any other
                                  nonpayment of Rent hereunder.

TAXES            28.  Tenant shall pay before delinquency any and all taxes
PAYABLE               levied or assessed and which become payable by 
BY TENANT             Landlord (or Tenant) during the term of this Lease 
                      (excluding, however, state and federal personal
                      or corporate income taxes measured by the income of
                      Landlord from all sources, capital stock taxes, and
                      estate and inheritance taxes), whether or not now
                      customary or within the contemplation of the parties
                      hereto, which are based upon, measured by or otherwise
                      calculated with respect to: (a) the gross or net
                      payable under this Lease, including without
                      limitation, any gross receipts tax levied by any
                      taxing authority, or any other gross income tax or
                      excise tax levied by any taxing authority with
                      respect to the receipt of the rental hereunder; (b)
                      the value of Tenant's equipment, furniture, fixtures
                      or other personal property located in the Premises;
                      (c) the possession, lease, operation, management,
                      maintenance, alteration, repair, use or occupancy by
                      Tenant of the Premises or any portion thereof; (d)
                      the value of any leasehold improvements, alterations
                      or additions made in or to the Premises, regardless
                      of whether title to such improvements, alterations or
                      additions shall be in Tenant or Landlord; or (e) this
                      transaction or any document to which Tenant is a part
                      creating or transferring an interest or an estate in
                      the Premises.
                      
                      In the event that it shall not be lawful for Tenant
                      to so reimburse Landlord, the rent payable to
                      Landlord under this Lease shall be revised to net
                      Landlord the same net rent after imposition of any
                      such tax upon Landlord as would have been payable to
                      Landlord prior to the imposition of any such tax.
                      All taxes payable by Tenant under this Paragraph 28
                      shall be deemed to be, and shall be paid as,
                      Additional Rent.

ABANDONMENT      29.  Tenant shall not vacate or abandon the Premises at any
                      time during the term, and any such vacation or
                      abandonment shall be a breach of this Lease.  If Tenant
                      shall abandon, vacate or surrender said Premises or be
                      dispossessed by process of law, or otherwise, any
                      personal property belonging to Tenant and left on the
                      Premises shall, at the option of Landlord, be deemed to
                      be abandoned and title thereto shall pass to Landlord,
                      except such property as may be mortgaged to Landlord.

SUCCESSORS       30.  Subject to the provisions of Paragraph 9 hereof, the
AND ASSIGNS           terms, covenants and conditions contained herein shall be
                      binding upon and inure to the benefit of the heirs,
                      successors, executors, administrators and assigns of the
                      parties hereto.

ATTORNEYS'       31.  In the event that any action must be taken to enforce any
FEES                  term, covenant or condition of this Lease, Landlord
                      shall be entitled to payment by Tenant of all
                      reasonable costs incurred in connection with such
                      enforcement, whether or not litigation is commenced,
                      including, without limitation, reasonable attorneys'
                      fees.

SECURITY         32.  (A) By execution of this Lease, Landlord acknowledges
DEPOSIT               receipt of Tenant's security deposit for the faithful
                      performance of all terms, covenants and conditions of
                      this Lease.  The sum of said deposit is specified in
                      the Basic Lease Information.  Tenant agrees that
                      Landlord may apply said security deposit to remedy
                      any failure by Tenant to repair or maintain the
                      Premises or to perform any other terms, covenants or
                      conditions contained herein.  If Tenant has kept and
                      performed all terms, covenants and conditions of this
                      Lease during the term hereof, Landlord will on the
                      termination hereof promptly return said sum to Tenant
                      or the last permitted assignee of Tenant's interest
                      hereunder at the expiration of the lease term.
                      Should Landlord use any portion of said sum to cure
                      any default by Tenant hereunder, Tenant shall
                      forthwith replenish said sum to such original amount.
                      Landlord shall not be required to keep any security
                      deposit separate from its general funds, and Tenant
                      shall not be entitled to interest on any such
                      deposit.  Upon the occurrence of any events of
                      default described in Paragraph 19 of this Lease said
                      security deposit shall become due and payable to
                      Landlord.
                      
                      (B) Tenant hereby agrees not to look to the
                      mortgagee, as mortgagee, mortgagee in possession, or
                      successor in title to the property, for
                      accountability for any security deposit required by
                      the Landlord hereinunder, unless said sums have
                      actually been received by such mortgagee as security
                      for the Tenant's performance of this Lease.

SUBSTITUTION   33.    (A) Landlord shall have the right at any time from the
SPACE                 date hereof through the end of the term of this Lease or 
                      any renewal or extension hereof, to substitute, instead of
                      the leased Premises, other space (of approximately the
                      same area as the leased Premises) hereinafter referred to
                      as "Substitution Space", in the Building.

                      (B) If Landlord desires to exercise such right, it
                      shall give Tenant at least sixty (60) days prior
                      written notification that Tenant is to relocate to
                      another space.  Tenant shall then give Landlord
                      written notice within ten (10) days of receipt of
                      Landlord's notification whether Tenant agrees to
                      relocate, or whether Tenant elects to terminate the
                      Lease and vacate the Premises as of the sixtieth
                      (60th) day following the date of Landlord's
                      notification.  Should Tenant fail to give Landlord
                      written notice within ten (10) days of receipt of
                      Landlord's notification, then Tenant shall be deemed
                      to have elected to terminate, and this Lease shall
                      automatically terminate sixty (60) days following the
                      date of Landlord's notification.  If Tenant shall
                      retain possession of the Premises or any part thereof
                      following the termination date, Tenant shall be
                      liable to Landlord, for each day of such retention,
                      for double the amount of the daily rental for the
                      last period prior to the date of such expiration or
                      termination, subject to rent adjustments as provided
                      in Paragraph 27, plus actual damages incurred by
                      Landlord resulting from delay by Tenant in
                      surrendering the Premises, including without
                      limitation any claims made against Landlord by any
                      succeeding Tenant to the Premises and Landlord's
                      costs in taking any action at law, in equity or self
                      help to evict Tenant from the Premises.
                      
                      (C) If Tenant elects to move to the Substitution
                      Space, such move shall be at the sole cost of
                      Landlord including all costs and expenses related to
                      improving the space with leasehold improvements equal
                      to those then in Tenant's Premises, moving the
                      furniture, office equipment and other contents of the
                      Premises to the new space, reinstating
                      telecommunications equipment, printing of new
                      stationery, business cards and other printed matter
                      bearing the address of Tenant and such other
                      reasonable expenses as Tenant may incur, it being the
                      intention of the parties that Tenant incur no costs
                      or expenses as a result of the move.  After such
                      move, all terms, covenants, conditions, provisions,
                      and agreements of this Lease shall continue in full
                      force and effect and shall apply to the Substitution
                      Space except that (a) if the then unexpired balance
                      of the term of the Lease shall be less than one year,
                      the term of this Lease shall be extended so that the
                      unexpired balance of the term of this Lease shall be
                      from one year from the date of the move and (b) if
                      the Substitution Space contains more square footage
                      than the presently leased Premises, the monthly
                      rental shall be increased proportionately (provided
                      that such rental increase shall not be in excess of
                      five percent (5%) of the rental immediately preceding
                      such an increase).

CORPORATE        34.  If Tenant signs as a corporation, each of the persons
AUTHORITY             executing this Lease on behalf of Tenant does hereby
                      covenant and warrant that Tenant is a duly
                      authorized and existing corporation, that Tenant has
                      and is qualified to do business in Washington, that
                      the corporation has full right and authority to enter
                      into this Lease, and that each and both of the
                      persons signing on behalf of the corporation were
                      authorized to do so.  Upon Landlord's request, Tenant
                      shall provide Landlord with evidence reasonably
                      satisfactory to Landlord confirming the foregoing
                      covenants and warranties.

LEASE EFFEC-     35.  Submission of this instrument for examination or signature
TIVE DATE             by Tenant does not constitute a reservation of or option
                      for lease,  and it is not effective as a Lease or 
                      otherwise until execution and delivery by both
                      Landlord and Tenant.

BROKERAGE        36.  Tenant represents and warrants that it has dealt with no
                      broker, agent or other person in connection with this
                      transaction and/or that no broker, agent or other person
                      brought about this transaction, other than N/A and Tenant
                      agrees to indemnify and hold Landlord harmless from and
                      against any claims by any other broker, agent or other
                      person claiming a commission or other form of
                      compensation by virtue of having dealt with Tenant with
                      regard to this leasing transaction.  The provisions of
                      this Article shall survive the termination of this Lease.

FORCE            37.  Whenever a period of time is herein prescribed for action
MAJEURE               to be taken by Landlord, Landlord shall not be liable or
                      responsible for, and there shall be excluded from the
                      computation for any such period of time, any delays due
                      to strikes, riots, Acts of God, shortages of labor or
                      materials, war, governmental laws, regulations or
                      restrictions or any other causes of any kind whatsoever
                      which are beyond the control of Landlord.

CERTAIN          38.  Landlord shall have the following rights, exercisable 
RIGHTS                without notice and without liability to Tenant for damage
RESERVED              or injury to property, persons or business and without
BY LANDLORD           effecting an eviction, constructive or actual, or 
                      disturbance of Tenant's use or possession or giving rise 
                      to any claim for setoff or abatement of rent:
<PAGE>   11

                      Building, all without abatement of rent or affecting
                      any of Tenant's obligations hereunder, so long as the
                      leased Premises are reasonably accessible.
                      
                      (B) To have and retain a paramount title to the
                      leased Premises free and clear of any act of Tenant
                      purporting to burden or encumber them.
                      
                      (C) To change the name by which the Building is
                      designated.

                      (D) To grant to anyone the exclusive right to conduct
                      any business or render any service in or to the
                      Building, provided such exclusive right shall not
                      operate to exclude Tenant from the use expressly
                      permitted herein.
                      
                      (E) To prohibit the placing of vending or dispensing
                      machines of any kind in or about the leased Premises
                      without the prior written permission of Landlord.
                      
                      (F) To have access for Landlord and other tenants of
                      the Building to any mail chutes located on the leased
                      Premises according to the rules of the United States
                      Postal Service.
                      
                      (G) To take all such reasonable measures as Landlord
                      may deem advisable for the security of the Building
                      and its occupants, including without limitation, the
                      search of all persons entering or leaving the
                      Building, the evacuation of the Building for cause,
                      suspected cause, or for drill purposes, the
                      temporary denial of access to the Building, and the
                      closing of the Building after normal business hours
                      and on Saturdays, Sundays and holidays, subject,
                      however, to Tenant's right to admittance when the
                      Building is closed after normal business hours under
                      such reasonable regulations as Landlord may prescribe
                      from time to time which may include by way of example
                      but not of limitation, that persons entering or
                      leaving the Building, whether or not during normal
                      business hours, identify themselves to a security
                      officer by registration or otherwise and that such
                      persons establish their right to enter or leave the
                      Building.

PERSONAL         39.  The liability of Landlord to Tenant for any default by
LIABILITY             Landlord under the terms of this Lease shall be
                      limited to the interest of Landlord in the Building
                      and the land, and Landlord shall not be personally
                      liable for any deficiency.  This clause shall not be
                      deemed to limit or deny any remedies which Tenant may
                      have in the event of default by Landlord hereunder
                      which do not involve the personal liability of
                      Landlord.

MISCEL-          40.  (A) The term "Premises" wherever it appears herein 
LANEOUS               includes and shall be deemed or taken to include (except
                      where such meaning would be clearly repugnant to the
                      context) the office space demised and improvements now
                      or at any time hereinafter comprising or built in the
                      space hereby demised. The paragraph headings herein are
                      for convenience of reference and shall in no way define,
                      increase, limit or describe the scope or intent of any
                      provision of this Lease.  The term "Landlord" in these
                      presents shall include the Landlord, its successors, and
                      assign.  In any case where this Lease is signed by more
                      than one person, the obligations hereunder shall be joint
                      and several.  The term "Tenant" or any pronoun used in
                      place thereof shall indicate and include the masculine or
                      feminine, the singular or plural number, individuals,
                      firms or corporations, and their and each of their
                      respective successors, executors, administrators, and
                      permitted assigns, according to the context hereof.

                      (B) Time is of the essence of this Lease and all its
                      provisions.  This Lease shall in all respects be
                      governed by the laws of the State of Washington.
                      This Lease, together with its exhibits, contains all
                      the agreements of the parties hereto and supersedes
                      any previous negotiations.  There have been no
                      representations made by the Landlord or
                      understandings made between the parties other than
                      those set forth in this Lease and its exhibits.  This
                      Lease may not be modified except by a written
                      instrument by the parties hereto.
                      
                      (C) If for any reason whatsoever any of the
                      provisions hereof shall be unenforceable or
                      ineffective, all of the other provisions shall be and
                      remain in full force and effect.

                      Additional Paragraphs attached hereto and made a part 
                      hereof.


                      IN WITNESS WHEREOF, the parties hereto have executed this
                      Lease the day and year first above written.

                       LANDLORD:                        TENANT:
                       SIXTH & PIKE ASSOCIATES, L.P.    NATIONAL TECHTEAM, INC.,
                       a limited partnership            a Delaware Corporation
                       
                       By: Oregon Property Investment  
                           Corporation,                 By:  L. A. Mills
                           an Oregon corporation             -------------------
                       Its: General Partner             Its: COO/CFO 

                       By:  LA SALLE ADVISORS LIMITED   
                       Its: Advisor and Duly            Date: 2/15/96
                            Authorized Agent                 -------------------

                       By:  Stephen T. Wong             By:
                            --------------------------       -------------------
                            Stephen T. Wong

                       Its: Vice President              Its:
                                                             -------------------

                       Date: 2/26/96                    Date:
                            ---------------------------      -------------------

                       By:  Diane R. McMahon
                            ---------------------------      
                            Diane R. McMahon

                       Its: Vice President

                       Date: 2/26/96
                            ---------------------------      
<PAGE>   12
Additonal Paragraphs.

Additonal Paragraph 42 - Tenant Improvements

Landlord agrees to provide the following tenant improvements:

*  The entire premises will be painted.
*  A locking door will be provided and installed in the wall adjacent to the
   single private office.
*  Landlord will provide a budget of $1,000 for electrical work, including
   installation of Landlord supplied light fixtures.
*  The carpet will be patched.



Additonal Paragraph 43 - Rental Adjustments.

Tenant will not be responsible for additonal rent as described in Paragrah 27
of the Lease unless Tenant renews or extends this Lease, in which case Tenant
will pay additonal rent commencing with the first month of the extended term,
based on a Base Services Year of 1996.

<PAGE>   13
RULES AND REGULATIONS

EXHIBIT A    1. Sidewalks, halls, passages, exits, entrances, elevators, 
                escalators and stairways shall not be obstructed by Tenants or
                used by them for any purpose other than for ingress to and
                egress from their respective Premises.  The halls, passages,
                exits, entrances, elevators and stairways are not for the use of
                the general public and Landlord shall in all cases retain the
                rights to control and prevent access thereto by all person whose
                presence, in the judgement of Landlord, shall be prejudicial to
                the safety, character, reputation and interests of the Building
                and its Tenants, provided that nothing herein contained shall be
                construed to prevent such access to person with whom any Tenant
                normally deals in the oridinary course of such Teneant's
                business unless such person are engaged in illegal activities. 
                No Tenant, and no employees or invites of any Tenant, shall go
                upon the roof of the Building, except as authorized by Landlord.

             2. No sign, placard, picture, name, advertisement or notice, 
                visible from the exterior of leased premsies shall be inscrived,
                painted, affixed, installed or otherwise displayed by any Tenant
                either on its Premises or any part of the Building without the
                prior written consent of Landlord, and Landlord shall have the
                right to remove any such sigh, placard, picture, name,  
                advertisement, or notice without notice to and  at the expense
                of the Tenant.

                All approved signs or lettering on doors and walls shall be
                printed, painted, affixed or inscribed at the expenses of the
                Tenant by a person approved by  Landlord.

             3. The bulletin board or directory of the Building will be provided
                exclusively for the display of the name and location of Tenants
                only and landlord reserves the right to exclude any other names 
                therefrom.

             4. No curtains, draperies, blinds, shutters, shades, screens or
                other coverings, awnings, hangings or decorations shall be
                attached to, hung or placed in, or used in connections with, any
                window or door on any Premises without the prior written consent
                of Landlord.  In any event with the prior written consent of 
                Landlord, all such items  shall be installed inboard of
                Landlords standard window covering and shall in no way be
                visible from the exterior of the building.  No articles shall be
                placed or kept on the window sills so as to be visible form the
                exterior of the Building.  No articles shall be placed against
                glass partitions or doors which might appear unsightly from     
                outside Tenant's Premises.
        
             5. Landlord reserves the right to exclude from the Building,
                between the hours of 6 p.m. and 8 am and at all hours on
                Saturdays, Sundays and holidays, all persons who are not Tenants
                or their accompanied guests in the Building.   Each Tenant shall
                be responsible for all person for whom it allows to enter the
                building and shall be liable to Landlord for all acts of such 
                persons.    

                Landlord shall in no case be liable for damages for error with
                regard to the admission to or exclusion from the Building of
                any person.

                During the continuance of any invasion, mob, riot, public
                excitement or other circumstance rendering such action advisable
                in Landlord's opinion, Landlord reserves the right to prevent
                access to the Building by closing the doors, or otherwise, for
                the safety of Tenants and protection of the Building and        
                property in the Building.

             6. No Tenant shall emply any person or persons other than the
                janitor of Landlord for the purpose of cleaning the Premises
                umless otherwise agreed to by Landlord in writing.  Except with
                the written consent of Landlord no person or person s other than
                those approved by Landlord shall be permitted to enter the
                Building for the purpose of cleaning the same.  No Tenant shall
                cause any unnecessary labor by reason of such Tenant's
                carelessness or indifference in the preservation of good order
                and cleanliness to the Premises.  Landlord shall in no way be
                responsible to any Tenant for any loss of property on the
                Premises, however occuring, or for any damage done to the
                effects of any Tenant by the janitor or any other employee or
                any other person.

             7. No Tenant shall obtain for use upon its Premises ice, drinking
                water, food, beverage, towel, or other similar  services except
                through facilities provided by Landlord (and maintained by
                Tenant) and under regulations fixed by Landlord, or accept
                barbering or bootblacking services in its Premises except from  
                persons authorized by Landlord.

             8. Each Tenant shall see that all doors of its Premises are closed
                and securely locked and must observe strict care and caution
                that all water faucets or water apparatus are entirely shut off
                before the Tenant or its employees leave such Premises, and that
                all utilities shall likewise be carefully shut off, so as to
                prevent waste or damage, and for any default or carelessness the
                Tenant shall make good all injuries sustained by other Tenants
                or occupants of the Building or Landlord.  On multiple-tenancy
                follor, all Tenants shall keep the door or doors to the Building
                corridors closed at all tiems except for ingress and egress.

             9. As more specifically provided in the Tenant's Lease of the 
                Premises, Tenant shall not waste electricity, water or
                air-conditioning and agrees to cooperate fully with Landlord to
                asure the most effective operation of the  Building's heating
                and air-conditioning, and shall refrain from attempting to
                adjust any controls other than room thermostats installed for
                Tenant's use.

            10. No Tenant shall alter any lock or access device or install a 
                new or additonal lock of access device or any bolt on any door
                of its Premsies without the prior written consent of Landlord. 
                If Landlord shall give its consent, the Tenant shall in each
                case furnish Landlord with a key for any such lock.

            11. No Tenant shall make or have made additional copies of any keys
                or access devices provided by Landlord.  Each Tenant, upon the
                termination of the Tenancy, shall deliver to Landlord all the
                keys or access devices for the Building, offices, rooms and
                toilet rooms which shall have been furnished the Tenant or which
                the Tenant shall have had made.  In the event of the loss of any
                keys or access devices so furnished by Landlord, Tenant shall
                pay Landlord therefore.

            12. The toilet rooms, toilets, urinals, wash bowls and other 
                appartus shall not be used for any purpose other than  that for
                which they were constructed and no foreign substance of any kind
                whatsoever shall be thrown therein, and  the expense fo brekage,
                stoppage or damage resulting from the violation of this rule
                shall be borne by the Tenant who, or whose employees or invitee,
                shall have caused it.

            13. No Tenant shall use or keep in its Premsies or the Building any
                kerosene, gasoline or inflammable or combustible fluid or
                material other than limited quantities necessary for the
                operation or maintenance of office or office equipment.  No
                Tenant shall use any method of heating or air-conditioning
                other than that supplied by Landlord.

            14. No Tenant shall use, keep or permit to be used or kept in its 
                Premises any foul or noxious gas or substance or permit or
                suffer such Premsises to be occupied or used in a manner
                offensive or objectionable to Landlord or other occupants of the
                Building by reason of noise, odors and/or vibrations or
                interfere in any way with other Tenants or those having business
                therein, nor shall any animals or birds be brought or kept in or
                about any Premises of the Building.

            15. No cooking shall be done or permitted by any Tenant on its 
                Premsies (except that use by the Tenant of  Underwriters'
                Laboratory approved equipement of the preparation of coffee,
                tea, hot chocolate and similar beverages for Tenants and their
                employees shall be permitted, provided that such equipment and
                use is in accordance with all applicable federal, state and city
                laws, codes, ordinances, rules and regulations), nor shall
                Premises be used for lodging.

            16. Except with the prior written consent of Landlord, no Tenant
                shall sell, or permit the sale, at retail, of newspapers,
                magazimes, periodicals, theater tickets or any other goods or
                merchandise in or on any Premises, nor shall Tenant carry on, or
                permit or allow any employee or other person to carry on the
                business of stenography, typewriting or any similar business in
                or from any Premises for the service or accomodation of 
                occupants of any


<PAGE>   14
17.  If Tenant requires telegraphic, telephonic, burglar alarm or similar
     services, it shall first obtain, and comply with, Landlord's instructions
     in their installation.

18.  Landlord will direct electricians as to where and how telephone, telegraph
     and electrical wires are to be introduced or installed. No boring or
     cutting for wires will be allowed without the prior consent of Landlord.
     The location of burglar alarms, telephones, call boxes and other office
     equipment affixed to all Premises shall be subject to the written approval
     of Landlord.

19.  No Tenant shall install any radio or television antenna, loudspeaker or any
     other device on the exterior walls or the roof of the Building. Tenants
     shall not interfere with radio or television broadcasting or reception from
     or in the Building or elsewhere.

20.  No Tenant shall lay linoleum, tile, carpet or any other floor covering
     so that the same shall be affixed to the floor of its Premises in any
     manner except as approved in writing by Landlord. The expense of repairing
     any damage resulting from a violation of this rule or the removal of any
     floor covering shall be borne by the Tenant by whom, or by whose
     contractors, employees or invitees, the damage shall have been caused.

21.  No furniture, freight, equipment, materials, supplies, packages,
     merchandise or other property will be received in the Building or carried
     up or down the elevators except between such hours and in such elevators as
     shall be designated by Landlord.

     Landlord shall have the right to prescribe the weight, size and position of
     all safes, furniture or other heavy equipment brought into the Building.
     Safes or other heavy objects shall, if considered necessary by Landlord,
     stand on wood strips of such thickness as determined by Landlord to be
     necessary to properly distribute the weight thereof. Landlord will not be
     responsible for loss of or damage to any such safe, equipment or property
     from any cause, and all damage done to the Building by moving or
     maintaining any such safe, equipment or other property shall be repaired at
     the expense of Tenant.

     Business machines and mechanical equipment belonging to Tenant which cause
     noise or vibration that may be transmitted to the structure of the Building
     or to any space therein to such a degree as to be objectionable to
     Landlord or to any Tenants in the Building shall be placed and maintained
     by Tenant, at Tenant's expense, on vibration eliminators or other devices
     sufficient to eliminate noise or vibration. The persons employed to move
     such equipment in or out of the Building must be acceptable to Landlord.

22.  No Tenant shall place a load upon any floor of the Premises which exceeds
     the load per square foot which such floor was designed to carry and which
     is allowed by law. No Tenant shall mark, or drive nails, screw or drill
     into, the partitions, woodwork or plaster or in any way deface such
     Premises or any part thereof. 

23.  No Tenant shall install, maintain or operate upon the Premises any vending
     machine without the written consent of Landlord.

24.  There shall not be used in any space, or in the public areas of the
     Building, either by any Tenant or others, any hand trucks except those
     equipped with rubber tires and side guards or such other material handling
     equipment as Landlord may approve. No other vehicles of any kind shall be
     brought by any Tenant into or kept in or about the Premises.

25.  Each Tenant shall store all its trash and garbage within the interior of
     its Premises. No material shall be placed in the trash boxes or receptacles
     if such material is of such nature that it may not be disposed of in the
     ordinary and customary manner of removing and disposing of trash and
     garbage in the city without violation of any law or ordinance governing
     such disposal. All trash, garbage and refuse disposal shall be made only
     through entryways and elevators provided for such purposes and at such
     times as Landlord shall designate.

26.  Canvassing, soliciting, distribution of handbills or any other written
     material and peddling in the Building are prohibited and each Tenant shall
     cooperate to prevent the same. No Tenant shall make room-to-room
     solicitation of business from other Tenants in the Building, without the
     written consent of Landlord. 

27.  Landlord shall have the right, exercisable without notice and without
     liability to any Tenant, to change the name and address of the Building.

28.  Landlord reserves the right to exclude or expel from the Building any
     person who, in Landlord's judgment, is intoxicated or under the influence
     of liquor or drugs or who is in violation of any of the rules and
     regulations of the Building.

29.  Without the prior written consent of Landlord, Tenant shall not use the
     name of the Building in connection with or in promoting or advertising the
     business of Tenant except as Tenant's address.

30.  Tenant shall comply with all safety, fire protection and evacuation
     procedures and regulations established by Landlord or any governmental
     agency.

31.  Tenant assumes any and all responsibility for protecting its Premises from
     theft, robbery and pilferage, which includes keeping doors locked and other
     means of entry to the Premises closed.

32.  The requirements of Tenants will be attended to only upon application at
     the office of the Building by an authorized individual. Employees of
     Landlord shall not perform any work or do anything outside of their regular
     duties unless under special instructions from Landlord, and no employees
     will admit any person (Tenant or otherwise) to any office without specific
     instructions from Landlord.

33.  Landlord may waive any one or more of these Rules and Regulations for the
     benefit of any particular Tenant or Tenants, but no such waiver by Landlord
     shall be construed as a waiver of such Rules and Regulations in favor of
     any other Tenant or Tenants, nor prevent Landlord from thereafter enforcing
     any such Rules and Regulations against any or all Tenants of the Building.

34.  Landlord reserves the right to make such other and reasonable rules and
     regulations as in its judgment may from time to time be needed for safety
     and security, for care and cleanliness of the Building and for the
     preservation of good order therein. Tenant agrees to abide by all such
     Rules and Regulations herein above stated and any additional rules and
     regulations which are adopted.

35.  Landlord reserves the right to designate the use of the parking spaces on
     the Premises.

36.  Tenants shall use carpet protectors under all desk chairs.

37.  Tenant or Tenant's guests shall park between designated parking lines only,
     and shall not occupy two parking spaces with one car. Vehicles in violation
     of the above shall be subject to tow-away, at vehicle owner's expense.

38.  Vehicles parked on Premises overnight without prior written consent of the
     Landlord shall be deemed abandoned and shall be subject to tow-away at
     vehicle owner's expense.

39.  Tenant shall be responsible for the observance of all of the foregoing
     Rules and Regulations by Tenant's employees, agents, clients, customers,
     invitees and guests.

40.  These Rules and Regulations are in addition to, and shall not be construed
     to in any way modify, alter or amend, in whole or in part, the terms,
     covenants, agreements and conditions of any Lease of Premises in the
     Building. The word "Building" as used herein means 520 Pike Tower, of which
     the Premises are part.

41.  520 Pike Tower is a non-smoking Building. Smoking is strictly prohibited in
     any common areas or office spaces within the Building.



<PAGE>   15
                                  EXHIBIT B







                                 [FLOOR PLAN]







  CANNON
   REAL 
  ESTATE                        14th FLOOR PLAN         1/16" = 1" = 0"
 SERVICES



                                                                       PLEASE
                                                                       INITIAL
                                                                       LANDLORD
<PAGE>   16
                                                    FORM OF TENANT CERTIFICATE

                                   EXHIBIT D

                                      Date:__________________________, 19____

TO:  (Lender)      ________________________________________________________

                   ________________________________________________________

                   ________________________________________________________

and

TO:  (Landlord)    ________________________________________________________

                   ________________________________________________________

                   ________________________________________________________

RE:  Property known as:   520 Pike Tower, Suite ___________________________



Gentlemen:

        Respecting that certain Lease dated _________________, 19____ between

_________________________________________ as Landlord and ___________________
as Tenant. Tenant hereby certifies that it has unconditionally accepted
possession of the Premises described in said Lease, and that said Lease is in
full force and effect and has not been modified, supplemented or amended in any
way, and that the DATE OF COMMENCEMENT of the term of the Lease is
_____________________________, 19____ and the end of the term is
________________, 19____, unless sooner terminated as therein provided.

        Undersigned further certifies that all terms and conditions to be
performed by the Landlord under said Lease have been satisfied and that on this
date there are not existing defenses or offsets which the undersigned has
against the full enforcement of said Lease by Landlord; and that no rent has
been paid in advance (except as provided in said Lease) and that rent has
continued to be paid in accordance with said Lease since the term commencement.

        Tenant is in occupancy of the leased Premises; and there is ONGOING
FULL OPERATION OF TENANT'S BUSINESS at leased Premises, being conducted BY
NAMED TENANT during normal business hours.

        Undersigned further agrees not to look to (LENDER) as mortgagee in
possession or successor in title to the property, for accountability for any
SECURITY DEPOSIT required by the Landlord under said Lease UNLESS such sums
have actually been received by (LENDER) as cash security for Tenant's
performance of this Lease.

        Tenant understands that its Lease may be assigned as collateral
        security for a mortgage loan to be granted to Landlord by (LENDER)
        under a Collateral Assignments of Lease form containing (among others)
        the agreements by and restrictions on Landlord that, WITHOUT YOUR PRIOR
        WRITTEN AUTHORIZATION as Assignee, LANDLORD WILL NOT THEREAFTER MODIFY,
        TERMINATE OR ACCEPT SURRENDER OF THE LEASE and will NOT REDUCE, ABATE
        OR ACCEPT PREPAYMENT OF ANY RENT (except the regular monthly rental
        payments required by said Lease to be paid in advance). Tenant
        acknowledges its Landlord's agreements and the restrictions on
        Landlord's rights under said Assignment, and hereby agrees to be bound
        by said agreements and restrictions.

        Tenant will not assign its leasehold without (LENDER'S) written
consent. 

        (Tenant):   _______________________________________________________

        By:         _______________________________________________________


<PAGE>   17
                                   EXHIBIT E

                                       TO

                                 520 PIKE TOWER
                                LEASE AGREEMENT
                           REAL PROPERTY DESCRIPTION


Lots 10 and 11, Block 18, Addition to the Town of Seattle, as laid out by A.A.
Denny (commonly known as A.A. Denny's 3rd Addition to the City of Seattle),
according to the plat thereof recorded in Volume 1 of Plats, page 33, in King
County, Washington, EXCEPT the southerly 10 feet of said Lot 11, condemned in
King County Superior Court Cause No. 41394 for the widening of Pike Street, as
provided by Ordinance No. 10051 of the City of Seattle.

SUBJECT TO AND TOGETHER WITH all rights granted pursuant to Development and
Parking Rights Agreement dated April 8, 1982 recorded under King County,
Washington recording number 8204080464, as amended by agreement recorded under
King County, Washington recording number 8208240318.
<PAGE>   18
STATE OF  ________________)
                          ) SS.
County of ________________)


        BE IT REMEMBERED, That on this 15th day of February, 1996 before me, 
the undersigned a Notary Public in and for said County and State, personally
appeared the within named Lawrence A. Mills known to me to be               who
executed the within instrument and acknowledged to me that he executed the same
freely and voluntarily.
 
                IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
                 official seal the day and year last above written.
                

                Notary Public for       Wayne County
                
                My commission expires   May 8, 1999

                                                CANDACE M. BREWER
                                         NOTARY PUBLIC STATE OF MICHIGAN
                                                   WAYNE COUNTY
                                          MY COMMISSION EXP. MAY 8, 1999

STATE OF  ________________)
                          ) SS.
County of ________________)


        BE IT REMEMBERED, That on this      day of          , 1996 before me, 
the undersigned a Notary Public in and for said County and State, personally
appeared the within named                known to me to be                who
executed the within instrument and acknowledged to me that he executed the same
freely and voluntarily.
 
               IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
                official seal the day and year last above written.
                

                Notary Public for      __________________________________       
                
                My commission expires  __________________________________

<PAGE>   19

        STATE OF OREGON    )
                           )ss
        COUNTY OF MULTNOMAH)

              BE IT REMEMBERED, That on this 26th day of February, 1996, before
        me, the undersigned a Notary Public in and for said County and State,
        personally appeared the within named Stephen T. Wong known to me to be
        the Vice President of LaSalle Advisors Limited who executed the within
        instrument and acknowledged to me that he executed the same freely and
        voluntarily.

  
[SEAL]    OFFICIAL SEAL                 IN TESTIMONY WHEREOF, I have hereunto
         MARLENE KASTING                set my hand and affixed my official seal
       NOTARY PUBLIC-OREGON             the day and year last above written.
       COMMISSION NO.021740
MY COMMISSION EXPIRES JAN. 31, 1997     Marlene Kasting

                                        NOTARY PUBLIC in and for the State of
                                        Oregon, residing at Portland. My
                                        commission expires 1/31/97.

 


        STATE OF OREGON    )
                           )ss
        COUNTY OF MULTNOMAH)

              BE IT REMEMBERED, That on this 26th day of February, 1996, before
        me, the undersigned a Notary Public in and for said County and State,
        personally appeared the within named Diane R. McMahon, known to me to
        be Vice President of LaSalle Advisors Limited who executed the within
        instrument and acknowledged to me that he executed the same freely and
        voluntarily.


[SEAL]     OFFICIAL SEAL                IN TESTIMONY WHEREOF, I have hereunto
          MARLENE KASTING               set my hand and affixed my official seal
        NOTARY PUBLIC-OREGON            the day and year last above written.
        COMMISSION NO.021740
MY COMMISSION EXPIRES JAN. 31, 1997     Marlene Kasting

                                        NOTARY PUBLIC in and for the State of
                                        Oregon, residing at Portland. My
                                        commission expires 1/31/97.