|
of this Lease) to reflect one hundred percent (100%) occupancy of the Rentable Area of the Project during such period. If dining all of any pant of
<br />any 13xpense Year, hnoluding the Base Year, Landlord does not provide any particular item of benefit, work or service (the cost ofwhieh Ina Variable
<br />Expense) to patterns of the Project due to the foot that such item of bereft, work or service is not rectal red or desired by the Cement of such space, or
<br />such Commit Is Itselrobtahting and providing such Item of benefit, work or service, o' for ally other reason, then for purposes of cc npuliag Va'lable
<br />Expenses for such Expense Year, Operating Expenses, as applicable, shall be increasod by al amount equal to the additional Variable Expenses
<br />which would have been paid or Incurred by Landlord during such period hit( had tiunished such item of benefit, work err Smvlec to such portions of
<br />tine Project.
<br />2.2 Subject to the provisions of this Soudan 2 or this Exhibit "El all calculations, determinations, allo a tions and decisions to be
<br />made he'euinder with respect to Operating Expenses and Property'roxes shall he made lit accordance with the good faith determination of Landlord
<br />applying sound accounting and property moungement principles consistently applied which are consistent with Institutional Owner Practices.
<br />Landlord shall have the right to equitably allocate some or all or Operating Expenses among patloulnr classes or groups of tenants in the Building
<br />(for axanlple, retail tenants) to reflect Landlord's good faith determination [hut 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 (colleadvely, "Rai mbursematts") o4r humble to Operating Expenses of Property Taxes received by Landlord !At a
<br />pattlaular year shaft be deducted Rom Operating Expenses or property Taxes, as applicable, in the year the same are received; provided, however, if
<br />such practice is eonaistent will) Institutional Owner Practices, Landlord may treat Reimbursements generally (or under particular cirouunstaaes) on a
<br />different basis, Landlord shall have the right to exclude Rom Base Year Operating Expenses the cost of Rents of service, work or benefits (!)not
<br />provided following the Base Year, (h) incurred due to circumstances not applicable following the Base Year or due to market -wide labor -rate
<br />]narcoses in Operating Expenses ties to extraordinary circumstances, Including, without floatation, boycotts, ambargoes slid strikos, slid entity rate
<br />increases due to extraordinary circumstances, and (lit) amortized costs relating to capitol improvements,
<br />2.3 If any Property Tax Reduction (defined below) applies with raspoot to oily Expense Year (other than the Base Year), then for
<br />ptaposos of calculation of Excess Property Toxes for such Expense Year, Property Taxes allocable to the Buse Year shall be reduced by an amount
<br />equal to the corresponding [lase Year Tax Reduction. A "Property Tax Reduction" meats, with respect to any Expense Year (other that the Base
<br />Yea') the amount (Irony) by which Property Taxes are reduced US a result of oily reassesanent or under or as a resuR of application or operation of
<br />Proposition 8 or any other similar governmental act or Law. A "Bose Year Tax Redaction" means, with respect any Expense Year to which a Tax
<br />Reduction applies, and with respect to guy particular Property Tax Reduction, an amount equal to the Pruparty Tax Raductieq minus, in the case of
<br />oily Expense Yeer after the rest year to which the applicable Tax Reduction applies, the cumulative amount by which Property Taxes have Increased
<br />(followhngtho first Expense Year to which the applicable Property Tax Reduction applied) as a recruit orappllcatlon of the annual percentage Increase
<br />(presently up to 2.0%) in Property Toone thatis allowed under Proposition 13 (or any submilolo therefor tameable adopted).
<br />2.4 As of file dale o'fthis Leese, Tenant pays Additional Rent colder Section 4 of the Lease based oil die Operating Expenses and
<br />Property Taxes for tine Project. If Cho project at nay dune contains mote than one building (or one or morn tax precels), Landlord shall have the right,
<br />from time to time, to equitably allocate some or all of the Operating Expanses and/or Property Taxes for die buildings comprising die Project omaig
<br />the Building and some or all of the other buildings of the Ph'oJeah In such avert, Landlord eholl reasonably determine a mothod of allocating such
<br />Operating Expenses and/or Property Taxes attributable to the Building (or the cox Comet of which the Building Is located) and/or such after
<br />budding(s).(m+stich other tax parcel(s)) of the Project to the Building (o' tax pace[) and/or such other building(s) (or tax parcel(s)) and Tenant shall
<br />hn iasponsible fa• paying Its proportionate Sham of such Operating Expense andlor Property Taxes which are allocnted to the Building (o' the cox
<br />parcel on which k is located), Landlord shall also have file right, (•am time to time, to require Tenant to pay Tcunit's Paoentage Share of Opavting
<br />Expenses and Property Taxes based solely con die Operating Expense and Property Taxop for die Building (cod the tux portal on which It is toasted),
<br />3. .Payment PVOCetlnlml Wimates. Dating each Expense Year, Landlord may elect to give Tenant written notice of Its estimate or any
<br />amounts payable under 5ecifor 4.2 of the Lease ("Section 4.2 Additional Rent") for that ExponseYcur. On o' before the rival day of each Wonder
<br />month durlog such Expense Year, Tenant shalt pay to Landlord one -twelfth (1112th) urinate estinhaled amounts, provided, however, that, not more
<br />oltan thmi quarterly, Landlord any, by written notice to Tenant, revise Its astimnte for soh Expense Year, and all subsequent payments under this
<br />Sectfon 3 of [his.BX ill l6it':E" by Tenant lbr such Expense Year shall he based upon such revised omfinale. Landlord shall mueavoi to deliver to
<br />Tenant wlllsin one hundred fifty (150) days after the closo crouch Expense Year or as soon thereafter as is practicable, a statement of that year's
<br />Property Taxes, Operating Expenses, and file amount of Seoton 4,2 Additional Rent for such Expense Yea', its deermined by Landlord (the
<br />"Landlord's Statmnent"), and such Landlord's Statement shall be binding upon Landlord and Tenant, except as provided in Baring, 4 or This
<br />ExhileR " ". If die Landlord's Statement indiontes that (or it it is finally determined pursuant to Section 4 of this Exhibit "E" ]hat) the amount of
<br />Section 4.2 Additional Rent payable with respect to tiny Expense Year: (a) is more than the estinated payments of Section 4.2 A64WOL1111 Renl made
<br />by "[cant with respect to such Expcnsu Ye ll" Tannat shall pay the delicioncy to Landlord upon receipt orLandlod's Statement lie (b) is leas than tw
<br />estimated payments of Section 4.2 Additional Rent trade by TenaL with respect ai such Expense Year, such excess payments shall be credited
<br />against Rent next payable by Tenam under this Lease (or, irthe Ternt ofnhis Lease hits expired, shall he paid to Tenant). Amounts payable by Tenant
<br />as Section 4.2 Additional Roil with respect to oily Expense Year that includes less than ar entire calendar year shall be prorated on the basis dint the
<br />number ol'cinys lit such Expense Year bears ro W. 'rho espireti an or early termination orthis Lease shall not affect the obligations of Ln idlord slid
<br />']'count puraualt to this Scel on 3 of this Exhibit "E" to be performed after such expiration or early termination.
<br />4. Review ol'Landlord's Statement, Provided [lint Tenant is not (hall in dalauh with respect to its obligations under this Lease and provided
<br />further that Tenanc strictly W liplies with fie pruvislous or this Scanlon it of title Exliibit "L'", Tenant shall have tile right, ul'I'enanl's sole cost and
<br />expense, to reasonably review Landli ni's supporting books and records (at Landlord's numager's corporate mikes) Ibr tiny portion orthc Property
<br />Taxes or Operating Expenses for a particular Expensc Your covered by Landlord's Stutemmrt, in accordance evilh the procedures set fourth in this
<br />5aW,in 4 of ails Exhibit "li" Tenant shall. within sixty (60) days after any such Landlord's Statement is dciivered to Tenant, deliver a written notice
<br />(a "Bispatc Notice") to Iaindlord specifying the items described in (le Landlutdi's Stnueacnl [hat are chimed to he incorrect, rod Tenant shall
<br />simuhuaoeusly pay to I,.aucford lilt nmom n; specified in tam applicable t.andlard's Statement (to die extent not previously paid). The right orTcliant
<br />under this Sects of this ' iblt "E" may only be exercised once for each Expense Your covered by any Landlord's Statement, and frTenant lhils
<br />to deliver n Dispute Notice within the sixty (60) day period described above or raids to meet any of the other above Conditions of exercise of such
<br />right. tie righlorTalitun to audit it pan.iculnr Landlnrd'r; Smre»enl (and all afTenloa's fights to nuke any claim relating thereto) under this Section 4
<br />$61 W e 1plr CuarurDr•_C.ip, afSnnrn dma tense -3- Exhibit f
<br />
|