Common use of Additional Rental Clause in Contracts

Additional Rental. Tenant shall pay, as Additional Rental, Tenant's ----------------- Percentage Share of the amount, if any, by which Operating Expenses (as hereinafter defined) for any calendar year exceed $1,545,147.50 ($6.50/rentable square foot of the Buildings). The Additional Rental payable pursuant to this paragraph shall be determined, and paid in accordance with the following procedures: (i) During each December of the Lease Term, or as soon thereafter as practicable, Landlord shall give Tenant written notice of its estimate of Additional Rental payable under this Article 7 for the ensuing calendar year. On or before the first day of each month during the ensuing calendar year, Tenant shall pay to Landlord one-twelfth (1/12) of such estimated amounts together with the Base Rental, provided that if such notice is not given in December, Tenant shall continue to pay such Additional Rental during the ensuing calendar year on the basis of the amounts payable during the calendar year just ended, until the month after such notice is given. (ii) As soon as practicable after the close of each calendar year during the Lease Term, Landlord shall deliver to Tenant a statement of the adjustments to be made for the calendar year just ended. Such statement shall be final and binding upon Landlord and Tenant absent manifest error. If on the basis of such statement Tenant's Percentage Share of the actual increase in Operating Expenses for such calendar year is an amount that is less than the estimated payments actually made by Tenant for such calendar year, Landlord shall credit such excess to the next payments of Additional Rental coming due. If on the basis of such statement Tenant's Percentage Share of the actual increase in Operating Expenses for such calendar year is an amount greater that the estimated payments actually made by Tenant, Tenant shall pay as Additional Rental the deficiency to Landlord within thirty (30) days after delivery of the statement. (iii) If this Lease shall commence, expire or terminate on a day other than the last day of a calendar year, the amount of Additional Rental payable during the first or final calendar year of the Lease Term, as the case may be, shall be prorated based on the actual number of days of the Lease Term during such calendar year. The expiration or termination of this Lease shall not affect the obligations of Landlord and Tenant to be performed after such expiration or termination, pursuant to this Article 7.

Additional Rental. A. Tenant shall pay, as further agrees to pay Additional Rental, Tenant's ----------------- Percentage Share of the amountin monthly installments, if any, by which Operating Expenses (as hereinafter defined) for any calendar year exceed $1,545,147.50 ($6.50/rentable square foot of the Buildings). The Additional Rental payable pursuant to this paragraph shall be determined, and paid in accordance with the following procedures: (i) During each December of the Lease Term, or as soon thereafter as practicable, Landlord shall give Tenant written notice of its estimate of Additional Rental payable under this Article 7 for the ensuing calendar year. On or before on the first day of each month during of the ensuing calendar year, Tenant shall pay to Landlord one-twelfth (1/12) of such estimated amounts together with the Base Rental, provided that if such notice is not given in December, Tenant shall continue to pay such Additional Rental during the ensuing calendar year Term commencing on the basis first day of the amounts payable during the calendar year just ended, until the month after such notice is given. (ii) As soon as practicable after the close of each calendar year during the Lease Term, Landlord shall deliver to Tenant a statement of the adjustments to be made for following the calendar year just ended. Such statement shall be final and binding upon Landlord and Tenant absent manifest error. set forth in Paragraph 1E. If on the basis of such statement Tenant's Percentage Share of the actual increase in Operating Expenses for such calendar year is an amount that is less than the estimated payments actually made by Tenant for such calendar year, Landlord shall credit such excess to the next payments of Additional Rental coming due. If on the basis of such statement Tenant's Percentage Share of the actual increase in Operating Expenses for such calendar year is an amount greater that the estimated payments actually made by Tenant, Tenant shall pay as Additional Rental the deficiency to Landlord within thirty (30) days after delivery of the statement. (iii) If this Lease shall commence, expire or terminate Term ends on a day other than the last day of a calendar yearmonth, then, upon the amount first day of the last calendar month of the Term, Tenant will pay Landlord a portion of Additional Rental for such fractional month prorated based on a 30-day month. Non-recurring Additional Rental shall be due within ten (10) days following receipt of the statement of charges. B. Additional Rental will be paid by Tenant to Landlord, without notice and without deduction or offset, in lawful money of the United States of America, at the Building office or to such other person and/or at such other place as Landlord may from time to time designate in a notice to Tenant. C. Landlord will try to give Tenant advance notice of Additional Rental payable by Tenant, but failure by Landlord to give advance notice is not a waiver by Landlord of its right to receive from Tenant any Additional Rental. In addition, Landlord may, but is not required to, at or after the start of the calendar year following the calendar year set forth in Paragraph 1E, notify Tenant of Landlord’s estimate of Tenant’s liability for Additional Rental for the ensuing year, which amount will be divided into twelve (12) equal portions and added to the monthly payments of rent required to be made by Tenant in such year. If Tenant’s actual payment of Additional Rental is finally determined by Landlord to be greater or less than the total amounts actually paid by Tenant pursuant to this paragraph during the first applicable year (“Landlord’s Statement”), a credit or final calendar year of the Lease Termpayment will be made by Landlord or Tenant, as whichever the case may be, within the thirty (30) days following the issuance of Landlord’s Statement. Upon written request by Tenant within forty-five (45) days of issuance of Landlord’s Statement, Landlord will make its prior year records pertaining to Direct Expenses available to Tenant to allow Tenant, at its sole cost and expense, to verify their accuracy. In the event that Tenant’s examination reveals an overcharge of more than 5%, then Landlord shall reimburse Tenant for its costs and expenses in connection with the examination but in no event will such reimbursement exceed the amount which Tenant was overcharged. In all other events, such examination shall be prorated based at Tenant’s sole cost and expense. Absent such request, Landlord’s Statement shall be final as to such year. D. Direct Expenses include all costs of operation and maintenance of the Building as determined by Landlord including, but not limited to, the following costs by way of illustration only: premiums for property, casualty, liability, rent interruption or other insurance carried by Landlord; salaries, wages and other amounts paid or payable for personnel including the Building manager, superintendent, operation and maintenance staff, and other employees of Landlord involved in the maintenance, management and operation of the Building, including contributions and premiums towards fringe benefits, unemployment, disability insurance, worker’s compensation insurance, pension plan contributions and similar premiums and contributions and the total charges of any independent contractors or property managers engaged in the operation; repair, care, maintenance and cleaning of any portion of the Building; fair market rental and other costs with respect to Building Management office; costs of accounting services incurred in the preparation of statements and financial reports, audit fees; cleaning expenses, including without limitation janitorial services, window cleaning and garbage and refuse removal; landscaping expenses, including without limitation irrigating, trimming, fertilizing, replacing plants and floral arrangements; heating, plumbing, mechanical, elevator, sprinklers, fire/life safety systems, security and energy management systems and steam/utilities expenses, including fuel, gas, electricity, water, sewer, telephone, advertising, public relations, tenant relations and activities and other services, maintaining, operating and repairing components of any equipment or machinery used in connection with the Building, and the rental of same or any office or other equipment for the management of the Building; any other items of repair and maintenance of the Building; intrabuilding network cabling and riser maintenance and repair; cost of policing, security and supervision of the Building; audit and accounting fees; any capital improvements (or amortization thereof) (i) made primarily to reduce Direct Expenses or to comply with governmental requirements, (ii) for replacements (as opposed to additions or new improvements) of nonstructural items located in the common areas of the property required to keep such areas in good condition or (iii) expenditures that are consistent with Direct Expenses as defined above, although the benefits of the expenditures survive the current year; payments under any easement, operating agreement, declaration, restrictive covenant or instrument pertaining to sharing costs in a planned development; fee for administration and management of the building as determined by Landlord. Direct Expenses do not include depreciation on the actual number of days Building, loan payments, real estate brokerage commissions, and costs directly attributed to one tenant and not available to other tenants or applicable to other suites of the Lease Building generally. Permitted capital improvements and repairs may be amortized in the Landlord’s reasonable discretion over: (i) their useful lives, (ii) the period during which capital improvements reduce Direct Expenses or (iii) three (3) years or more at Landlord’s discretion. Landlord may allocate costs of operation and maintenance between the building where the Premises are located and other properties owned by landlord or its affiliates and under common management, as determined by landlord in the exercise of its reasonable discretion. Similarly, Landlord may make other allocations of Direct Expenses in accordance with sound management and accounting principles. E. Direct Tax Expenses include all real property taxes and annual installments of real estate assessments on the Building; personal property taxes on personal property of Landlord used in the operation or maintenance of the Building; supplemental assessments that may result from changes in ownership or from the completion of new construction; escape assessments; taxes on the gross or net rental income of Landlord derived from the Building (excluding, however, state and federal personal or corporate income taxes measured by the income of Landlord from all sources); impositions created to pay for or supplement the cost of governmental services that the Building or its tenants may use; transit or transportation charges; housing subsidies and/or housing fund assessments; possessory interest taxes; business or license taxes or fees; job training subsidies and/or assessments; open space charges; excises; business or other license or use fees; and the reasonable costs of contesting by appropriate proceedings the amount or validity of any of the foregoing. If, during the Term of this Lease, the present real property tax is wholly or partly replaced or supplemented by another form of tax, there will be included within the definition of Direct Tax Expenses any such tax, levy, or assessment (other than federal, state, city and county net income taxes or estate, gift, or other similar taxes) that, whether or not now customary or within the contemplation of the parties to this Lease, may be charged to Landlord and is by way of example and not limitation (i) levied upon, allocable to, or measured by the Rent payable hereunder; (ii) levied upon the business of owning and operating rental properties to the extent such tax is applicable to the Premises; (iii) levied upon or with respect to the possession, leasing, operation, management, or occupancy by Tenant of the Premises or any portion thereof, or (iv) levied upon or measured by the value Tenant’s personal property or leasehold improvements. Direct Tax Expenses also include all expenses incurred, including attorneys’ and consultants’ fees, in seeking a reassessment, reduction of, or limit on the increase in any Direct Tax Expenses, whether or not successful. Property taxes for any calendar year shall include property taxes which are due for payment as well as those paid in such year. F. If the Building rentable square footage is not one hundred percent (100%) occupied during such an entire calendar year, including the Base Year, then the variable component of Direct Expenses and Direct Tax Expenses will be equitably adjusted so that the total amount of Direct Tax Expenses and Direct Expenses equals the amount which would have been paid or incurred by Landlord had the Building been one hundred percent (100%) occupied for the entire calendar year. The expiration or termination In no event will Landlord be entitled to receive from Tenant and the other tenants in the Building an aggregate amount in excess of this Lease shall not affect actual Direct Expenses and Direct Tax Expenses as a result of the obligations of Landlord and Tenant to be performed after such expiration or termination, pursuant to this Article 7foregoing provision.

Additional Rental. Tenant shall pay, as A. ▇▇▇▇▇▇ further agrees to pay Additional Rental, Tenant's ----------------- Percentage Share of the amountin monthly installments, if any, by which Operating Expenses (as hereinafter defined) for any calendar year exceed $1,545,147.50 ($6.50/rentable square foot of the Buildings). The Additional Rental payable pursuant to this paragraph shall be determined, and paid in accordance with the following procedures: (i) During each December of the Lease Term, or as soon thereafter as practicable, Landlord shall give Tenant written notice of its estimate of Additional Rental payable under this Article 7 for the ensuing calendar year. On or before on the first day of each month during of the ensuing calendar year, Tenant shall pay to Landlord one-twelfth (1/12) of such estimated amounts together with the Base Rental, provided that if such notice is not given in December, Tenant shall continue to pay such Additional Rental during the ensuing calendar year Term commencing on the basis first day of the amounts payable during the calendar year just ended, until the month after such notice is given. (ii) As soon as practicable after the close of each calendar year during the Lease Term, Landlord shall deliver to Tenant a statement of the adjustments to be made for following the calendar year just ended. Such statement shall be final and binding upon Landlord and Tenant absent manifest error. set forth in Paragraph 1E. If on the basis of such statement Tenant's Percentage Share of the actual increase in Operating Expenses for such calendar year is an amount that is less than the estimated payments actually made by Tenant for such calendar year, Landlord shall credit such excess to the next payments of Additional Rental coming due. If on the basis of such statement Tenant's Percentage Share of the actual increase in Operating Expenses for such calendar year is an amount greater that the estimated payments actually made by Tenant, Tenant shall pay as Additional Rental the deficiency to Landlord within thirty (30) days after delivery of the statement. (iii) If this Lease shall commence, expire or terminate Term ends on a day other than the last day of a calendar yearmonth, then, upon the amount first day of the last calendar month of the Term, Tenant will pay Landlord a portion of Additional Rental for such fractional month prorated based on a 30-day month. B. Additional Rental will be paid by Tenant to Landlord, without notice and without deduction or offset, in lawful money of the United States of America, at the Building office or to such other person and/or at such other place as Landlord may from time to time designate in a notice to Tenant. C. Landlord will try to give Tenant advance notice of Additional Rental payable by T▇▇▇▇▇, but failure by Landlord to give advance notice is not a waiver by Landlord of its right to receive from Tenant any Additional Rental. In addition, Landlord may, but is not required to, at or after the start of the calendar year following the calendar year set forth in Paragraph 1E, notify Tenant of Landlord's estimate of T▇▇▇▇▇'s liability for Additional Rental for the ensuing year, which amount will be divided into twelve (12) equal portions and added to the monthly payments of rent required to be made by Tenant in such year. If Tenant's actual payment of Additional Rental is finally determined by Landlord to be greater or less than the total amounts actually paid by Tenant pursuant to this paragraph during the first applicable year ("Landlord's Statement"), a credit or final calendar year of the Lease Termpayment will be made by Landlord or Tenant, as whichever the case may be, within the thirty (30) days following the issuance of Landlord's Statement. Upon written request by T▇▇▇▇▇ within thirty (30) days of issuance of Landlord's Statement, Landlord will make its prior year records pertaining to Direct Expenses available to Tenant to allow Tenant, at its sole cost and expense, to verify their accuracy. Absent such request, L▇▇▇▇▇▇▇'s Statement shall be prorated based final as to such year. D. Direct Expenses include all costs of operation and maintenance of the Building as determined by Landlord including, but not limited to, the following costs by way of illustration only: premiums for property, casualty, liability, rent interruption or any other insurance carried by Landlord; salaries, wages and other amounts paid or payable for personnel including the Building manager, superintendent, operation and maintenance staff, and other employees of Landlord involved in the maintenance, management and operation of the Building, including contributions and premiums towards fringe benefits, unemployment, disability insurance, worker's compensation insurance, pension plan contributions and similar premiums and contributions and the total charges of any independent contractors or property managers engaged in the operation; repair, care, maintenance and cleaning of any portion of the Building; fair market rental and other costs with respect to Building Management office; costs of accounting services incurred in the preparation of statements and financial reports, audit fees; cleaning expenses, including without limitation janitorial services, window cleaning and garbage and refuse removal; landscaping expenses, including without limitation irrigating, trimming, fertilizing, replacing plants and floral arrangements; heating, plumbing, mechanical, elevator, sprinklers, fire/life safety systems, security and energy management systems and steam/utilities expenses, including fuel, gas, electricity, water, sewer, telephone, advertising, public relations, tenant relations and activities and other services, maintaining, operating and repairing components of any equipment or machinery used in connection with the Building, and the rental of same or any office or other equipment for the management of the Building; any other items of repair and maintenance of the Building; intrabuilding network cabling and riser maintenance and repair; cost of policing, security and supervision of the Building; audit and accounting fees; any capital improvements (or amortization thereof) (i) made primarily to reduce Direct Expenses or to comply with governmental requirements, (ii) for replacements (as opposed to additions or new improvements) of nonstructural items located in the common areas of the Property required to keep such areas in good condition or (iii) expenditures that are consistent with Direct Expenses as defined above, although the benefits of the expenditures survive the current year; payments under any easement, operating agreement, declaration, restrictive covenant or instrument pertaining to sharing of costs in a planned development; fee for administration and management of the building as determined by Landlord. Direct Expenses do not include depreciation on the actual number of days Building loan payments, real estate brokerage commissions, and costs directly attributed to one tenant and not to other tenants of the Lease Building generally. Permitted capital improvements and repairs may be amortized in the Landlord's reasonable discretion over: (i) their useful lives, (ii) the period during which capital improvements reduce Direct Expenses or (iii) three (3) years. Landlord may allocate costs of operation and maintenance between the building where the Premises are located and other properties owned by landlord or its affiliates and under common management, as determined by landlord in the exercise of its reasonable discretion. Similarly, Landlord may make other allocations of Direct Expenses in accordance with sound management and accounting principles. E. Direct Tax Expenses include all real property taxes and annual installments of real estate assessments on the Building; personal property taxes on personal property of Landlord used in the operation or maintenance of the Building; supplemental assessments that may result from changes in ownership or from the completion of new construction; escape assessments; taxes on the gross or net rental income of Landlord derived from the Building (excluding, however, state and federal personal or corporate income taxes measured by the income of Landlord from all sources); impositions created to pay for or supplement the cost of governmental services that the Building or its tenants may use; transit or transportation charges; housing subsidies and/or housing fund assessments; possessory interest taxes; business or license taxes or fees; job training subsidies and/or assessments; open space charges; excises; business or other license or use fees; and the reasonable costs of contesting by appropriate proceedings the amount or validity of any of the foregoing. If, during the Term of this Lease, the present real property tax is wholly or partly replaced or supplemented by another form of tax, there will be included within the definition of Direct Tax Expenses any such tax, levy, or assessment (other than federal, state, or city and county net income taxes or estate, gift, or other similar taxes) that, whether or not now customary or within the contemplation of the parties to this Lease, may be charged to Landlord and is by way of example and not limitation (i) levied upon, allocable to, or measured by the Rent payable hereunder; (ii) levied upon the business of owning and operating rental properties to the extent such tax is applicable to the Premises; (iii) levied upon or with respect to the possession, leasing, operation, management, or occupancy by Tenant of the Premises or any portion thereof, or (iv) levied upon or measured by the value of Tenant's personal property or leasehold improvements. Direct Tax Expenses also include all expenses incurred, including attorneys' and consultants' fees, in seeking a reassessment, reduction of, or limit on the increase in any Direct Tax Expenses, whether or not successful. Property taxes for any calendar year shall include property taxes which are due for payment as well as those paid in such year. F. If the Building rentable square footage is not one hundred percent (100%) occupied during such an entire calendar year, including the Base Year, then the variable component of Direct Expenses and Direct Tax Expenses will be equitably adjusted so that the total amount of Direct Tax Expenses and Direct Expenses equals the amount which would have been paid or incurred by Landlord had the Building been one hundred percent (100%) occupied for the entire calendar year. The expiration or termination In no event will Landlord be entitled to receive from Tenant and the other tenants in the Building an aggregate amount in excess of this Lease shall not affect actual Direct Expenses and Direct Tax Expenses as a result of the obligations of Landlord and Tenant to be performed after such expiration or termination, pursuant to this Article 7foregoing provision.

Additional Rental. Tenant shall pay, as Additional Rental, Tenant's ----------------- Percentage Share of the amount, if any, by which Operating Expenses (as hereinafter defineda) for any calendar year exceed $1,545,147.50 ($6.50/rentable square foot of the Buildings). The Additional Rental payable pursuant to this paragraph shall be determined, and paid in accordance Commencing with the following procedures: (i) During each December of the Lease Term, or as soon thereafter as practicable, Landlord shall give Tenant written notice of its estimate of Additional Rental payable under this Article 7 for the ensuing calendar year. On or before the first day of each month during the ensuing calendar year, Tenant shall pay to Landlord one-twelfth (1/12) of such estimated amounts together with the Base Rental, provided that if such notice is not given in December, Tenant shall continue to pay such Additional Rental during the ensuing calendar year on the basis of the amounts payable during the calendar year just ended, until in which the month after such notice is given. (ii) As soon as practicable after the close of Commencement Date occurs and continuing thereafter for each calendar year during the Lease Termfull term of this lease, Landlord shall deliver present to Tenant a statement prior to December 15 of the adjustments to be made preceding calendar year (or for the calendar year just ended. Such statement shall be final and binding upon Landlord and Tenant absent manifest error. If on in which the basis of such statement Tenant's Percentage Share of the actual increase in Operating Expenses for such calendar year is an amount that is less than the estimated payments actually made by Tenant for such calendar yearlease term commences, Landlord shall credit such excess to the next payments of Additional Rental coming due. If on the basis of such statement Tenant's Percentage Share of the actual increase in Operating Expenses for such calendar year is an amount greater that the estimated payments actually made by Tenant, Tenant shall pay as Additional Rental the deficiency to Landlord within at least thirty (30) days after delivery prior to the Commencement Date) a statement of Tenant's Forecast Additional Rental. Landlord's initial statement of Tenant's Forecast Additional Rental shall not be greater than one hundred six percent (106%) of Tenant's Forecast Additional Rental for the statementimmediately preceding year, except if and to the extent Landlord can reasonably verify to Tenant anticipated increases in Operating Expenses otherwise allowable under the terms of this lease which will cause Additional Rental to exceed such limit. Further, upon final determination of Tenant's Additional Rental for any calendar year, Landlord's initial statement of Tenant's Forecast Additional Rental for the next subsequent calendar year may be revised by Landlord, but shall not be greater than one hundred six percent (106%) of Tenant's Additional Rental for the immediately preceding calendar year, except if and to the extent Landlord can reasonably verify to Tenant anticipated increases in Operating Expenses which will cause Tenant's Additional Rental to exceed such limit. (iiib) If this Lease As used herein, "Tenant's Forecast Additional Rental" shall commence, expire or terminate on a day other than the last day mean Landlord's reasonable estimate of a calendar year, the amount of Tenant's Additional Rental payable during (defined below) for the first or final coming calendar year of (or, in the Lease Termcalendar year in which the lease term commences, as the case may be, shall be prorated based on the actual number of days of the Lease Term during for such calendar year. The expiration or termination of this Lease shall not affect the obligations of Landlord and Tenant to be performed after such expiration or termination, pursuant to this Article 7).

Additional Rental. 1. Tenant shall pay, as further agrees to pay Additional Rental, Tenant's ----------------- Percentage Share of the amountin monthly installments, if any, by which Operating Expenses (as hereinafter defined) for any calendar year exceed $1,545,147.50 ($6.50/rentable square foot of the Buildings). The Additional Rental payable pursuant to this paragraph shall be determined, and paid in accordance with the following procedures: (i) During each December of the Lease Term, or as soon thereafter as practicable, Landlord shall give Tenant written notice of its estimate of Additional Rental payable under this Article 7 for the ensuing calendar year. On or before on the first day of each month during of the ensuing calendar year, Tenant shall pay to Landlord one-twelfth (1/12) of such estimated amounts together with the Base Rental, provided that if such notice is not given in December, Tenant shall continue to pay such Additional Rental during the ensuing calendar year Term commencing on the basis first day of the amounts payable during the calendar year just ended, until the month after such notice is given. (ii) As soon as practicable after the close of each calendar year during the Lease Term, Landlord shall deliver to Tenant a statement of the adjustments to be made for following the calendar year just ended. Such statement shall be final and binding upon Landlord and Tenant absent manifest error. set forth in Paragraph 1E. If on the basis of such statement Tenant's Percentage Share of the actual increase in Operating Expenses for such calendar year is an amount that is less than the estimated payments actually made by Tenant for such calendar year, Landlord shall credit such excess to the next payments of Additional Rental coming due. If on the basis of such statement Tenant's Percentage Share of the actual increase in Operating Expenses for such calendar year is an amount greater that the estimated payments actually made by Tenant, Tenant shall pay as Additional Rental the deficiency to Landlord within thirty (30) days after delivery of the statement. (iii) If this Lease shall commence, expire or terminate Term ends on a day other than the last day of a calendar yearmonth, then, upon the amount first day of the last calendar month of the Term, Tenant will pay Landlord a portion of Additional Rental for such fractional month prorated based on a 30-day month. 2. Additional Rental will be paid by Tenant to Landlord, without notice and without deduction or offset, in lawful money of the United States of America, at the Building office or to such other person and/or at such other place as Landlord may from time to time designate in a notice to Tenant. 3. Landlord will try to give Tenant advance notice of Additional Rental payable by Tenant, but failure by Landlord to give advance notice is not a waiver by Landlord of its right to receive from Tenant any Additional Rental. In addition, Landlord may, but is not required to, at or after the start of the calendar year following the calendar year set forth in Paragraph 1E, notify Tenant of Landlord's estimate of Tenant's liability for Additional Rental for the ensuing year, which amount will be divided into twelve (12) equal portions and added to the monthly payments of rent required to be made by Tenant in such year. If Tenant's actual payment of Additional Rental is finally determined by Landlord to be greater or less than the total amounts actually paid by Tenant pursuant to this paragraph during the first applicable year ("Landlord's Statement"), a credit or final calendar year of the Lease Termpayment will be made by Landlord or Tenant, as whichever the case may be, within the thirty (30) days following the issuance of Landlord's Statement. Upon written request by Tenant within thirty (30) days of issuance of Landlord's Statement, Landlord will make its prior year records pertaining to Direct Expenses available to Tenant to allow Tenant, at its sole cost and expense, to verify their accuracy. Absent such request, Landlord's Statement shall be prorated based final as to such year. 4. Direct Expenses include all costs of operation and maintenance of the Building as determined by Landlord including, but not limited to, the following costs by way of illustration only: premiums for property, casualty, liability, rent interruption or any other insurance carried by Landlord; salaries, wages and other amounts paid or payable for personnel including the Building manager, superintendent, operation and maintenance staff, and other employees of Landlord involved in the maintenance, management and operation of the Building, including contributions and premiums towards fringe benefits, unemployment, disability insurance, worker's compensation insurance, pension plan contributions and similar premiums and contributions and the total charges of any independent contractors or property managers engaged in the operation, repair, care, maintenance and cleaning of any portion of the Building; fair market rental and other costs with respect to Building Management office; costs of accounting services incurred in the preparation of statements and financial reports, audit fees; cleaning expenses, including without limitation janitorial services, window cleaning and garbage and refuse removal; landscaping expenses, including without limitation irrigating, trimming, fertilizing, replacing plants and floral arrangements; heating, plumbing, mechanical, elevator, sprinklers, fire/life safety systems, security and energy management systems and steam/utilities expenses, including fuel, gas, electricity, water, sewer, telephone, advertising, public relations, tenant relations and activities and other services, maintaining, operating and repairing components of any equipment or machinery used in connection with the Building, and the rental of same or any office or other equipment for the management of the Building; any other items of repair and maintenance of the Building; cost of policing, security and supervision of the Building; audit and accounting fees; any capital improvements (or amortization thereof) (i) made primarily to reduce Direct Expenses or to comply with governmental requirements, (ii) for replacements (as opposed to additions or new improvements) of nonstructural items located in the common areas of the Property required to keep such areas in good condition or (iii) expenditures that are consistent with Direct Expenses as defined above, although the benefits of the expenditures survive the current year; payments under any easement, operating agreement, declaration, restrictive covenant or instrument pertaining to sharing of costs in a planned development; fee for administration and management of the building as determined by Landlord. Direct Expenses do not include depreciation on the actual number of days Building loan payments, real estate brokerage commissions, and costs directly attributed to one tenant and not to other tenants of the Lease Building generally. Permitted capital improvements and repairs may be amortized in the Landlord's reasonable discretion over: (i) their useful lives, (ii) the period during which capital improvements reduce Direct Expenses or (iii) three (3) years. Landlord may allocate costs of operation and maintenance between the building where the Premises are located and other properties owned by landlord or its affiliates and under common management, as determined by landlord in the exercise of its reasonable discretion. Similarly, Landlord may make other allocations of Direct Expenses in accordance with sound management and accounting principles. 5. Direct Tax Expenses include all real property taxes and annual installments of real estate assessments on the Building; personal property taxes on personal property of Landlord used in the operation or maintenance of the Building; supplemental assessments that may result from changes in ownership or from the completion of new construction; escape assessments; taxes on the gross or net rental income of Landlord derived from the Building (excluding, however, state and federal personal or corporate income taxes measured by the income of Landlord from all sources); impositions created to pay for or supplement the cost of governmental services that the Building or its tenants may use; transit or transportation charges; housing subsidies and/or housing fund assessments; possessory interest taxes; business or license taxes or fees; job training subsidies and/or assessments; open space charges; excises; business or other license or use fees; and the reasonable costs of contesting by appropriate proceedings the amount or validity of any of the foregoing. If, during the Term of this Lease, the present real property tax is wholly or partly replaced or supplemented by another form of tax, there will be included within the definition of Direct Tax Expenses any such tax, levy, or assessment (other than federal, state, or city and county net income taxes or estate, gift, or other similar taxes) that, whether or not now customary or within the contemplation of the parties to this Lease, may be charged to Landlord and is by way of example and not limitation (i) levied upon, allocable to, or measured by the Rent payable hereunder; (ii) levied upon the business of owning and operating rental properties to the extent such tax is applicable to the Premises; (iii) levied upon or with respect to the possession, leasing, operation, management, or occupancy by Tenant of the Premises or any portion thereof, or (iv) levied upon or measured by the value of Tenant's personal property or leasehold improvements. Direct Tax Expenses also include all expenses incurred, including attorneys' and consultants' fees, in seeking a reassessment, reduction of, or limit on the increase in any Direct Tax Expenses, whether or not successful. Property taxes for any calendar year shall include property taxes which are due for payment as well as those paid in such year. 6. If the Building rentable square footage is not one hundred percent (100%) occupied during such an entire calendar year, including the Base Year, then the variable component of Direct Expenses and Direct Tax Expenses will be equitably adjusted so that the total amount of Direct Tax Expenses and Direct Expenses equals the amount which would have been paid or incurred by Landlord had the Building been one hundred percent (100%) occupied for the entire calendar year. The expiration or termination In no event will Landlord be entitled to receive from Tenant and the other tenants in the Building an aggregate amount in excess of this Lease shall not affect actual Direct Expenses and Direct Tax Expenses as a result of the obligations of Landlord and Tenant to be performed after such expiration or termination, pursuant to this Article 7foregoing provision.