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EXHIBIT 1C
<br />of this Lease) to reflect one hundred percent (100%) occupancy of die Rentable Area of the Project during such period, if during gill or any part of
<br />nay Expanse Year, Including file Base Year, Landlord dues not provide any lu rliculwitam or benefit, work or service (the coal or which Is a Variable
<br />Expense) to perilous of the Project due to the fact that such Teem of bersild, work or service is not required or desired by flit tennnt orsuch space, or
<br />such tenant is Itself obtaining and providing such hens of benefit, work or service, or for any other reason, then for purposes of computing Variable
<br />Expenses for such Expense Year, Operating Expenses, as applicable, shall be increased by an amount equal to the additional Variable Expenses
<br />which would have been paid or incurred by Landlord during such period If it had furnished such item of benefit, work or service to such portions of
<br />die Project,
<br />2.2 Subject to the provisions of this Section 2 or this Exhibit "E" all calculations, determinations, allocations and decisions to be
<br />made
<br />hereunder with respect to Operating Expenses and Property Taxes shall be made in accordance with ilia good faith determination of Landlord
<br />applying sound accounting and property management principles consistently applied which are consistent wlUi Institutional Owner Practices,
<br />Landlord shall have the right to equitably ulloCeo some or all of Operating Expenses among particular classes or groups of tenants )a the Building
<br />(for example, retail create) to reflect Landlord's good faith delerinination that measurably different amounts or types of services, work or benefits
<br />associated with Operating Expenses, as applicable, are being provided to or conferred upon such classes or groups, All discounts, reimbursements,
<br />rebates, refunds, or credits (collectively, Reimbursements") attributable to Operating Expenses or Properly Taxes received by Landlord in a
<br />particular year shall be deducted from Operating Expenses or Property Taxes, as applicable, In the year the same are received; provided, however, if
<br />such practice Is consistent with Institutional Owner Practices, Landlord may treat Reimbursements generally (or tinder particular circumstances) on a
<br />different basis, Landlord shall have the right to exclude from Base Year Operating Expenses the cost of items of service, work or benefits (i) not
<br />provided following the Base Year, (11) incurred due to circumstances not applicable following die Base Year or due to market -wide labor -rate
<br />increases in Operating Expenses due to extraordinary circumstances, Including, without Radiation, boycotts, embargoes and strikes, and utility rate
<br />increases due to extraordinary circumstances, and (if) amortized costs relating to capital improvements,
<br />2.3 If any Property Tax Reduction (defined below) applies with respect to any Expanse Year (otter than the Base Year), then for
<br />purposes of calculation of Excess Property Taxes rot such Expense, Year, Property Taxes allocable to the Base Year shall be reduced by an amount
<br />equal to the corresponding Base Year Tax Reduction, A "Property Tax Reduction" means, with respect to any Expense Year (other than the Base
<br />Year) the amount (If any) by which Property Taxes arc reduced'es a result of any reassessment or under or as a result of application or operation of
<br />Proposition 8 or any other shriller governmental act or Law. A "Base Year Tax Reduction" means, with respect any Expense Year to which a Tax
<br />Reduction applies, and with respect to any particular Property Tax Reduction, an amount equal to the Property Tax Reduction, minus, in the case of
<br />any Expense Year after the first year to which the applicable Tnx Reduction applies, the cumulative amount by which property Taxes have Increased
<br />(following Ilia first Expense Year to which the applicable property Tax Reduction applied) as a result of application of the annual percentage increase
<br />(presently up to 2.0%) in Property Taxes that is el lowed under Proposition 13 (or city substitute therefor hereafter adopted),
<br />2.4 As of die date of this Lease, Tenant pays Additional Rent under Section 4.2 of the Lease based on the Operating Expenses and
<br />Property Texas for ilia Project. If the Projecl at any time contains more thrt one building (crane or more tax parcels), Landlord shall have die right,
<br />from time to time, to equitably allocate sonic or all of the Operating Expenses and/or Property Taxes far die buildings comprising die Project among
<br />ilia Building and some or all of the other buildings of the Project, In such event, Landlord shall reasonably determine a method of allocating such
<br />Operating Expenses and/or Property Taxes attributable to the Building (or the tax parcel on which the Building is located) and/or' such other
<br />building(s) (or such other tux parcel(s)) of the Project to Elie Building (or tax pascal) and/or such other build ig(s) (or tax parcel(s)) and Tenant shall
<br />be responsible for paying its proportionate share of such Operating Expense and/or Property Texas which are allocated to the Building (or the tax
<br />parcel on which h is located). Landlord shall also have the right, from time to time, to require Tenant to pay Tenant's Percentage Share of Operating
<br />Expenses and Property Taxes based solely on die Operating Expense and Property Taxes for the Building (and the tax parcel on which it is located).
<br />3. Payment Procedure Estimates. During Cecil Expense Year, Landlord may elect to give Tenant written notice of its estimate of any
<br />amounts payable under Section 4.2 of the Lease ("Section 4.2 Additional Rent") far that Expense Year, On or before file first day or each calendar
<br />month during such Expense Year, Tenant shall pay to Landlord one twelfth (I/12th) orsuch estimated amounts; provided, however, that, not more
<br />olden than quarterly, Landlord may, by written notice to Tenant, revise its estimate for such Expense Year, and all subsequent payments under this
<br />Section 3 of this Exhibit " " by Tenant for srmh Expense Year shall he based upon such revised estimate, Landlord shalt endeavor to deliver to
<br />Tenant within one hundred fifty (ISO) days after the close of each Expense Year or as soon thereafter as Is practicable, a statement of that year's
<br />Property Taxes, Operating Expenses, end the amount of Section 4,2 Additional Rent for such Expense Year, us determined by Landlord (the
<br />"Loodtot'd's Statement"), and such Landlord's Statement shall be hinding upon Landlord and Tenant, except as provided in Section 4 oP Ills
<br />Exhlblt "E". If the Landlord's Statement Indicates that (or if it is tinnily determined pursuant to Section 4 of this Exhibit "E" tart) the nnnount of
<br />Section 4.2 Additional Rent payable with respect to any Expense Year, (a) is more than flit estimated paynauts of Section 4.2 Additional Rent made
<br />by Tun ail with respect to such Expense Ye ir,'fetia i shall pay the dcliciancy to Landlord upon receipt of Landlord's Statement or is less Ulan the
<br />estimated payments of Section 4.2 Additional Real made by Tenant with respect to such Expanse Year, such excess payments shall be credited
<br />against Rent next payable by Tentuu under this Lease (or, If Ult Tartu of this Lease has expired, shall be paid to Tenant), Amounts payable by Tenant
<br />as Section 4.2 Additional Rent with respect In nnv Expense Your that includes less (hurt an entire calendar year shall he prorated el the basis that Ilia
<br />number of days in such Expense You hurt to 36S. 'file expiration or curly termination of this Lease shall not affect the obligations of Landlord fact
<br />Tenant pursuant to this Section 3 of this Exhilill"E"tit bit perfomncd utter such expiration or early lunniuution.
<br />4. Revicw or Landlord'x SnnemcnL Provided that'ranant is not then In det}iult with respect to Its obligations under this Lutist and provided
<br />further that 'I'tonnt slricdy aonnplies with the provisions of This ctio 4 of this Ex 'b't "E". Tenartt shall have the right, at Tenant's sole cost and
<br />expense, to reasonably review Landlord's supporting books and records (at Landlord's mamge•'s corporate offices) for ugly portion cribs Property
<br />'('axes or Operating Expenses Ibr a patiaular Expense Ycar covered by Landlord's Slatement, in accordance with the procedures set furih in this
<br />SOZEIIIII 4 ordlis 9,jllibh „E". Tenant shall. within sixty (60) days uftcrany such Landlord's Statement is delivered to Temmt, deliver u written notice
<br />(a "Dispute Notice") to Landlord specifying the items described in the Landlord's Statement that am claimed to be )ncurroct, and Tenant shall
<br />simultuneously pay to Landlord all anouats specified in IM1C applicable Landlord's Statement (to din extent not previously paid), Ilia right orTe slat
<br />under this Section 4 aphis Exhibit "ki" play only be exercised Once t'nr each Expense Ycar covered by any Landlord's Statement, and if Tenant fails
<br />in dclivur a Dispute Notice within the sixty (00) day period described above or tails to meet any of the other above conditions of exercise of such
<br />right file right ofTenanl to audit n psrUcuhn• Landlord's Slatement (slid all of Tenant's rights to make any claim relating fhereto) under this 50(tdoo 4
<br />MI @'CIVIC Carver Or- L'Ior ol'Sm9n Ana Leave d- Exhibit f•.
<br />80A-272
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