Common use of Condominium Clause in Contracts

Condominium. 37.01. On or about December 19, 2000, the Land and the Building were subjected to the provisions of Article 9-B of the New York Real Property Law (herein called the “Condominium Act”), thereby creating The One Liberty Plaza Condominium (herein called the “Condominium”) in accordance with that certain Declaration Establishing a Plan for Condominium Ownership of Premises Located at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ Pursuant to Article 9-B of the Real Property Law of the State of New York (as the same has thereafter been amended by that certain First Amendment to Declaration of Condominium dated December 18, 2002, herein called the “Condominium Declaration”). The units of the Condominium are sometimes referred to herein individually as a “Unit” and collectively as “Units.” The Condominium was formed for the sole purpose of facilitating the receipt by a tenant of the Building (herein called the “Tax-Benefit Tenant”) of certain tax benefits, which was accomplished by: (i) creating the Condominium, (ii) conveying the Units containing the premises theretofore demised to the Tax-Benefit Tenant (herein called the “▇▇▇ Units”) to the New York City Industrial Development Agency (herein called the “▇▇▇”), a tax-exempt entity, with Landlord retaining a reversionary interest and (iii) requiring the ▇▇▇ to immediately lease back the ▇▇▇ Units to Landlord pursuant to a lease demising to Landlord all of benefits and burdens of ownership of the ▇▇▇ Units (herein called, together with any additional such leases that may be entered into as set forth in the immediately following sentence hereof, the “▇▇▇ Leaseback”). Pursuant to Landlord’s lease with the Tax-Benefit Tenant (herein called the “Tax-Benefit Lease”), Landlord may from time to time convey additional Units to the ▇▇▇ in the same manner as set forth in the immediately preceding sentence in connection with the leasing of additional premises in the Building to the Tax-Benefit Tenant. 37.02. As more particularly set forth in the Condominium Declaration, it is intended that Landlord, as either the owner or the holder of an ▇▇▇ Leaseback with respect to all of the Units of the Condominium, will operate the entire Land and the entire Building as if Landlord were the owner of the entire Land and the entire Building and the Land and the Building were not owned in the condominium form of ownership. Accordingly, the terms and conditions of this Lease shall be administered in the same manner as would be the case if Landlord were the sole fee simple owner of the Land and the Building outside the condominium form of ownership and nothing contained in the Condominium Declaration (including, without limitation, the By-Laws of the Condominium annexed thereto), as same may be amended from time to time, shall be construed to increase Tenant’s obligations or diminish Tenant’s rights under this Lease. 37.03. On or about December 19, 2000, Landlord’s predecessor-in-interest, WFP One Liberty Plaza Co. L.P., entered into an agreement with The City of New York (as the same has thereafter been amended by that certain First Amendment to Tax Agreement dated December 30, 2002, herein called the “Tax Agreement”) pursuant to which, notwithstanding the subdivision of the pre-existing single tax lot for the Land and the Building (herein called the “Existing Tax Lot”) into individual tax lots for each of the Units (herein called the “New Tax Lots”) in connection with the formation of the Condominium: (i) the aggregate assessed real estate tax value (herein called the “Aggregate Value”) of the New Tax Lots will be the same as the assessed value that the Existing Tax Lot would have received from time to time had the Existing Tax Lot not been subjected to condominium status and not been subdivided into the New Tax Lots; (ii) each New Tax Lot will have an assessed real estate tax value equal to its share of the Aggregate Value, which will be the same percentage share assigned to the corresponding Unit in the Condominium Declaration; (iii) Landlord will have the right to contest the Aggregate Value only with respect to all of the New Tax Lots in the aggregate, and will not have the right to contest the assessed real estate tax value for one or more Units on an individual basis; (iv) the City of New York will accept as valid a single application for review of assessed valuation and a single petition for judicial review of assessed valuation, each of which shall (x) aggregate the assessments of the New Tax Lots, (y) state a single aggregated value for the aggregated New Tax Lots and (z) be a single request for assessment reduction of the Aggregate Value of the New Tax Lots; (v) any reductions in the Aggregate Value will be apportioned in accordance with the percentage shares assigned to the Units in the Condominium Declaration; and (vi) the income and expense statements required pursuant to Section 11-208.1 of the Administrative Code of the City of New York and any other statements, documents or instruments required to be submitted by Landlord relating to the assessment of real estate taxes shall in each case be submitted for all of the New Tax Lots as a single whole, and not for any individual Unit. 37.04. Notwithstanding anything to the contrary contained in this Lease, for purposes of applying the provisions of Article 3 of this Lease with respect to the calculation of the Tax Payment payable by Tenant from time to time, Landlord and Tenant hereby agree that the Taxes “payable” by Landlord for any Tax Year shall be deemed to be the same amount of Taxes that would otherwise be “payable” by Landlord with respect to the Real Property but for the exemption of any ▇▇▇ Units from one or more components of Taxes for such Tax Year (i.e., as if the Land and the Building had not been subjected to the provisions of the Condominium Act). Thus, there shall be added to the Taxes actually payable by Landlord with respect to any such Tax Year, the aggregate amount of Taxes from which any ▇▇▇ Units are exempted for such Tax Year (herein called the “Exempted Tax Amount”). In computing the Exempted Tax Amount, any tax abatement or exemption that would otherwise apply to the ▇▇▇ Units, but for their pre-existing exemption from Taxes, shall be taken into account. Thus, for example, if in any Tax Year the City of New York institutes a program providing for an across-the-board five percent (5%) abatement of Taxes payable with respect to commercial office buildings in Manhattan, said five percent (5%) abatement shall be taken into account in computing the Exempted Tax Amount. 37.05. Notwithstanding anything to the contrary contained in this Lease, the provisions of the first sentence of Section 3.02(b) of this Lease shall not apply to any refund of Taxes received by Landlord for any Tax Year if and to the extent that such refund consists of Taxes paid with respect to any ▇▇▇ Unit for a period of time that such ▇▇▇ Unit was exempt from such Taxes (e.g., if an ▇▇▇ Unit is conveyed by Landlord to the ▇▇▇, there is a delay in taking such ▇▇▇ Unit off of the City’s tax rolls and Taxes are paid by Landlord with respect to such ▇▇▇ Unit for a period with respect to which such ▇▇▇ Unit is exempt from such Taxes). 37.06. Notwithstanding anything to the contrary contained in Section 3.01(e) of this Lease, the term “Operating Expenses” shall not include common charges of the Condominium, if and to the extent that such common charges duplicate or are in excess of amounts otherwise properly includable in Operating Expenses in accordance with the terms and conditions of this Lease (i.e., the determination of whether and to what extent an item of expense is includable as an Operating Expense in accordance with the terms and conditions of this Lease shall be made without regard to whether the amount of such item is payable by Landlord as part of common charges or directly to a third party).

Condominium. 37.0139.01. On or about December 19, 2000, the Land and the Building were subjected to the provisions of Article 9-B of the New York Real Property Law (herein called the “Condominium Act”), thereby creating The One Liberty Plaza Condominium (herein called the “Condominium”) in accordance with that certain Declaration Establishing a Plan for Condominium Ownership of Premises Located at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ Pursuant to Article 9-B of the Real Property Law of the State of New York (as the same has thereafter been amended by that certain First Amendment to Declaration of Condominium dated December 18, 2002, herein called the “Condominium Declaration”). The units of the Condominium are sometimes referred to herein individually as a “Unit” and collectively as “Units.” The Condominium was formed for the sole purpose of facilitating the receipt by a tenant of the Building (herein called the “Tax-Benefit Tenant”) of certain tax benefits, which was accomplished by: (i) creating the Condominium, (ii) conveying the Units containing the premises theretofore demised to the Tax-Benefit Tenant (herein called the “▇▇▇ Units”) to the New York City Industrial Development Agency (herein called the “▇▇▇”), a tax-exempt entity, with Landlord retaining a reversionary interest and (iii) requiring the ▇▇▇ to immediately lease back the ▇▇▇ Units to Landlord pursuant to a lease demising to Landlord all of benefits and burdens of ownership of the ▇▇▇ Units (herein called, together with any additional such leases that may be entered into as set forth in the immediately following sentence hereof, the “▇▇▇ Leaseback”). Pursuant to Landlord’s lease with the Tax-Benefit Tenant (herein called the “Tax-Benefit Lease”), Landlord may from time to time convey additional Units to the ▇▇▇ in the same manner as set forth in the immediately preceding sentence in connection with the leasing of additional premises in the Building to the Tax-Benefit Tenant. 37.0239.02. As more particularly set forth in the Condominium Declaration, it is intended that Landlord, as either the owner or the holder of an ▇▇▇ Leaseback with respect to all of the Units of the Condominium, will operate the entire Land and the entire Building as if Landlord were the owner of the entire Land and the entire Building and the Land and the Building were not owned in the condominium form of ownership. Accordingly, the terms and conditions of this Lease shall be administered in the same manner as would be the case if Landlord were the sole fee simple owner of the Land and the Building outside the condominium form of ownership and nothing contained in the Condominium Declaration (including, without limitation, the By-Laws of the Condominium annexed thereto), as same may be amended from time to time, shall be construed to increase Tenant’s obligations or diminish Tenant’s rights under this Lease. 37.0339.03. On or about December 19, 2000, Landlord’s predecessor-in-interest, WFP One Liberty Plaza Co. L.P., entered into an agreement with The City of New York (as the same has thereafter been amended by that certain First Amendment to Tax Agreement dated December 30, 2002, herein called the “Tax Agreement”) pursuant to which, notwithstanding the subdivision of the pre-existing single tax lot for the Land and the Building (herein called the “Existing Tax Lot”) into individual tax lots for each of the Units (herein called the “New Tax Lots”) in connection with the formation of the Condominium: (i) the aggregate assessed real estate tax value (herein called the “Aggregate Value”) of the New Tax Lots will be the same as the assessed value that the Existing Tax Lot would have received from time to time had the Existing Tax Lot not been subjected to condominium status and not been subdivided into the New Tax Lots; (ii) each New Tax Lot will have an assessed real estate tax value equal to its share of the Aggregate Value, which will be the same percentage share assigned to the corresponding Unit in the Condominium Declaration; (iii) Landlord will have the right to contest the Aggregate Value only with respect to all of the New Tax Lots in the aggregate, and will not have the right to contest the assessed real estate tax value for one or more Units on an individual basis; (iv) the City of New York will accept as valid a single application for review of assessed valuation and a single petition for judicial review of assessed valuation, each of which shall (x) aggregate the assessments of the New Tax Lots, (y) state a single aggregated value for the aggregated New Tax Lots and (z) be a single request for assessment reduction of the Aggregate Value of the New Tax Lots; (v) any reductions in the Aggregate Value will be apportioned in accordance with the percentage shares assigned to the Units in the Condominium Declaration; and (vi) the income and expense statements required pursuant to Section 11-208.1 of the Administrative Code of the City of New York and any other statements, documents or instruments required to be submitted by Landlord relating to the assessment of real estate taxes shall in each case be submitted for all of the New Tax Lots as a single whole, and not for any individual Unit. 37.0439.04. Notwithstanding anything to the contrary contained in this Lease, for purposes of applying the provisions of Article 3 of this the Lease with respect to the calculation of the Tax Payment payable by Tenant from time to time, Landlord and Tenant hereby agree that the Taxes “payable” by Landlord for any Tax Year shall be deemed to be the same amount of Taxes that would otherwise be “payable” by Landlord with respect to the Real Property but for the exemption of any ▇▇▇ Units from one or more components of Taxes for such Tax Year (i.e., as if the Land and the Building had not been subjected to the provisions of the Condominium Act). Thus, there shall be added to the Taxes actually payable by Landlord with respect to any such Tax Year, the aggregate amount of Taxes from which any ▇▇▇ Units are exempted for such Tax Year (herein called the “Exempted Tax Amount”). In computing the Exempted Tax Amount, any tax abatement or exemption that would otherwise apply to the ▇▇▇ Units, but for their pre-existing exemption from Taxes, shall be taken into account. Thus, for example, if in any Tax Year the City of New York institutes a program providing for an across-the-board five percent (5%) abatement of Taxes payable with respect to commercial office buildings in Manhattan, said five percent (5%) abatement shall be taken into account in computing the Exempted Tax Amount. 37.0539.05. Notwithstanding anything to the contrary contained in this Lease, the provisions of the first sentence of Section 3.02(b) of this the Lease shall not apply to any refund of Taxes received by Landlord for any Tax Year if and to the extent that such refund consists of Taxes paid with respect to any ▇▇▇ Unit for a period of time that such ▇▇▇ Unit was exempt from such Taxes (e.g., if an ▇▇▇ Unit is conveyed by Landlord to the ▇▇▇, there is a delay in taking such ▇▇▇ Unit off of the City’s tax rolls and Taxes are paid by Landlord with respect to such ▇▇▇ Unit for a period with respect to which such ▇▇▇ Unit is exempt from such Taxes). 37.0639.06. Notwithstanding anything to the contrary contained in Section 3.01(e) of this Lease, the term “Operating Expenses” shall not include common charges of the Condominium, if and to the extent that such common charges duplicate or are in excess of amounts otherwise properly includable in Operating Expenses in accordance with the terms and conditions of this Lease (i.e., the determination of whether and to what extent an item of expense is includable as an Operating Expense in accordance with the terms and conditions of this Lease shall be made without regard to whether the amount of such item is payable by Landlord as part of common charges or directly to a third party). 39.07. Landlord hereby represents and warrants that (i) the Premises are part of a Unit owned by Landlord; (ii) Landlord has full right, power and authority to enter into this lease and (iii) in no event shall Tenant be responsible for any Operating Payment or Tax Payment in excess of those amounts that would be payable by Tenant pursuant to the provisions of Article 3 hereof in the absence of the condominium form of ownership.

Condominium. 37.01. On or about December 19(a) A Declaration of Condominium Ownership (the “Declaration”) of Williamsburg Village was recorded in the Office of the Recorder of Deeds of C▇▇▇ County, 2000Illinois, on January 4, 1983, and thereupon the Land property within which the Premises are located became subject to (i) the terms and the Building were subjected to the provisions of Article 9-B the Declaration, (ii) the Condominium Property Act of the New York Real Property Law State of Illinois (herein called the “Condominium Act”), thereby creating The One Liberty Plaza Condominium (herein called iii) the By-Laws (the “CondominiumBy-Laws”) in accordance with that certain Declaration Establishing a Plan for Condominium Ownership of Premises Located at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ Pursuant to Article 9-B of the Real Property Law Williamsburg Village Owners Association (the “Association”) and (iv) the rules and regulations of the State of New York Association (as the same has thereafter been amended by that certain First Amendment to Declaration of Condominium dated December 18, 2002, herein called the “Condominium DeclarationRules”). The units of the Condominium are sometimes referred to herein individually as a “Unit” and collectively as “Units.” The Condominium was formed for the sole purpose of facilitating the receipt by a tenant of the Building (herein called the “Tax-Benefit Tenant”) of certain tax benefits, which was accomplished by: (i) creating the Condominium, (ii) conveying the Units containing the premises theretofore demised to the Tax-Benefit Tenant (herein called the “▇▇▇ Units”) to the New York City Industrial Development Agency (herein called the “▇▇▇”), a tax-exempt entity, with Landlord retaining a reversionary interest and (iii) requiring the ▇▇▇ to immediately lease back the ▇▇▇ Units to Landlord pursuant to a lease demising to Landlord all of benefits and burdens of ownership of the ▇▇▇ Units (herein called, together with any additional such leases that may be entered into as set forth in the immediately following sentence hereofDeclaration, the “▇▇▇ Leaseback”). Pursuant to Landlord’s lease with the Tax-Benefit Tenant (herein called the “Tax-Benefit Lease”), Landlord may from time to time convey additional Units to the ▇▇▇ in the same manner as set forth in the immediately preceding sentence in connection with the leasing of additional premises in the Building to the Tax-Benefit Tenant. 37.02. As more particularly set forth in the Condominium Declaration, it is intended that Landlord, as either the owner or the holder of an ▇▇▇ Leaseback with respect to all of the Units of the Condominium, will operate the entire Land and the entire Building as if Landlord were the owner of the entire Land and the entire Building and the Land and the Building were not owned in the condominium form of ownership. Accordingly, the terms and conditions of this Lease shall be administered in the same manner as would be the case if Landlord were the sole fee simple owner of the Land and the Building outside the condominium form of ownership and nothing contained in the Condominium Declaration (including, without limitationAct, the By-Laws and the Rules, as from time to time amended, are sometimes collectively called the “Condominium Documents”. Tenant acknowledges receipt of a copy of the Declaration, the By-Laws and the Rules. Landlord’s space within the Building is sometimes called the “Condominium Unit”. All the condominium property of which the Condominium Unit is a part, as from time to time amended to annex additional property, is sometimes called “Williamsburg Village” and all portions of Williamsburg Village, except the individual condominium units, are sometimes called the “Common Elements”. To the extent that any of the definitions in this Lease conflict with those in the Condominium Documents, the definitions in the Condominium Documents shall control. (b) Tenant accepts this Lease subject to all of the terms and restrictions of the Condominium annexed thereto)Documents and agrees to comply with and perform each of the terms, as same covenants and conditions of the Condominium Documents relating to the use or occupancy of the Premises. If pursuant to the Condominium Documents, the Condominium Unit is withdrawn from the provisions of the Declaration, Landlord, at its option, may terminate this Lease effective upon the date of such withdrawal. Landlord shall not be amended from time obligated for the performance by the Board of Managers of the Association (the “Board”) or of any of the obligations assumed or undertaken by the Board pursuant to timethe Condominium Documents and Tenant shall have no claim against Landlord by reason of any default under the Condominium Documents by the Board or the Association. By the execution of this Lease, Tenant agrees that the Association and Board are and shall be construed to increase Tenant’s obligations or diminish Tenant’s rights under third party beneficiaries of the provisions of this Lease. 37.03(c) The Declaration requires the approval of all leases by the Board. On or about December 19Landlord agrees to attempt to procure such approval from the Board within the time established for such approval by the Declaration. If, 2000, Landlord’s predecessor-in-interest, WFP One Liberty Plaza Co. L.P., entered into an agreement with The City of New York (as the same has thereafter been amended by that certain First Amendment to Tax Agreement dated December 30, 2002, herein called the “Tax Agreement”) pursuant to which, notwithstanding the subdivision of the pre-existing single tax lot for the Land and the Building (herein called the “Existing Tax Lot”) into individual tax lots for each of the Units (herein called the “New Tax Lots”) in connection with the formation of the Condominium: (i) the aggregate assessed real estate tax value (herein called the “Aggregate Value”) of the New Tax Lots will be the same as the assessed value that the Existing Tax Lot would have received from time to time had the Existing Tax Lot not been subjected to condominium status and not been subdivided into the New Tax Lots; (ii) each New Tax Lot will have an assessed real estate tax value equal to its share of the Aggregate Value, which will be the same percentage share assigned to the corresponding Unit in the Condominium Declaration; (iii) Landlord will have the right to contest the Aggregate Value only with respect to all of the New Tax Lots in the aggregate, and will not have the right to contest the assessed real estate tax value for one or more Units on an individual basis; (iv) the City of New York will accept as valid a single application for review of assessed valuation and a single petition for judicial review of assessed valuation, each of which shall (x) aggregate the assessments of the New Tax Lots, (y) state a single aggregated value for the aggregated New Tax Lots and (z) be a single request for assessment reduction of the Aggregate Value of the New Tax Lots; (v) any reductions in the Aggregate Value will be apportioned in accordance with the percentage shares assigned to the Units in the Condominium Declaration; and (vi) the income and expense statements required pursuant to Section 11-208.1 of the Administrative Code of the City of New York and any other statements, documents or instruments required to be submitted by Landlord relating to the assessment of real estate taxes shall in each case be submitted for all of the New Tax Lots as a single whole, and not for any individual Unit. 37.04. Notwithstanding anything to the contrary contained in this Lease, for purposes of applying the provisions of Article 3 of this Lease with respect to the calculation of the Tax Payment payable by Tenant from time to timeafter making reasonable effort, Landlord and Tenant hereby agree that cannot procure such approval within the Taxes “payable” by Landlord for any Tax Year shall be deemed to be the same amount of Taxes that would otherwise be “payable” by Landlord with respect to the Real Property but for the exemption of any ▇▇▇ Units from one or more components of Taxes for such Tax Year (i.e.time provided, as if the Land and the Building had not been subjected to the provisions of the Condominium Act). Thus, there shall be added to the Taxes actually payable by Landlord with respect to any such Tax Year, the aggregate amount of Taxes from which any ▇▇▇ Units are exempted for such Tax Year (herein called the “Exempted Tax Amount”). In computing the Exempted Tax Amount, any tax abatement or exemption that would otherwise apply to the ▇▇▇ Units, but for their pre-existing exemption from Taxes, shall be taken into account. Thus, for example, if in any Tax Year the City of New York institutes a program providing for an across-the-board five percent (5%) abatement of Taxes payable with respect to commercial office buildings in Manhattan, said five percent (5%) abatement shall be taken into account in computing the Exempted Tax Amount. 37.05. Notwithstanding anything to the contrary contained in this Lease, the provisions of the first sentence of Section 3.02(b) of this Lease shall become null and void. Tenant agrees to cooperate with Landlord in attempting to procure such approval and shall provide such information as is requested by the Board. (d) This Lease does not apply grant any rights to Tenant to participate in the management or affairs of the Association, including, but not limited to any refund of Taxes received voting rights enjoyed by Landlord for any Tax Year if and to the extent that such refund consists of Taxes paid with respect to any ▇▇▇ Unit for a period of time that such ▇▇▇ Unit was exempt from such Taxes (e.g., if an ▇▇▇ Unit is conveyed by Landlord to the ▇▇▇, there is a delay in taking such ▇▇▇ Unit off of the City’s tax rolls and Taxes are paid by Landlord with respect to such ▇▇▇ Unit for a period with respect to which such ▇▇▇ Unit is exempt from such Taxes)Landlord. 37.06. Notwithstanding anything to the contrary contained in Section 3.01(e) of this Lease, the term “Operating Expenses” shall not include common charges of the Condominium, if and to the extent that such common charges duplicate or are in excess of amounts otherwise properly includable in Operating Expenses in accordance with the terms and conditions of this Lease (i.e., the determination of whether and to what extent an item of expense is includable as an Operating Expense in accordance with the terms and conditions of this Lease shall be made without regard to whether the amount of such item is payable by Landlord as part of common charges or directly to a third party).

Condominium. 37.01. On This Lease and all rights of Tenant hereunder are and shall be subject and subordinate in all respects to any condominium declaration and any other documents (collectively, the “Declaration”) which are or about December 19, 2000, shall be recorded in order to convert the Land and the Building were subjected improvements erected thereon to a condominium form of ownership in accordance with the provisions of Article 9-B of the New York Real Property Law (herein called Law, or any successor thereto, provided the “Condominium Act”), thereby creating The One Liberty Plaza Condominium (herein called the “Condominium”) in accordance with that certain Declaration Establishing a Plan for Condominium Ownership of Premises Located at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ Pursuant to Article 9-B of the Real Property Law of the State of New York (as the same has thereafter been amended by that certain First Amendment to Declaration of Condominium dated December 18, 2002, herein called the “Condominium Declaration”). The units of the Condominium are sometimes referred to herein individually as a “Unit” and collectively as “Units.” The Condominium was formed for the sole purpose of facilitating the receipt by a tenant of the Building (herein called the “Tax-Benefit Tenant”) of certain tax benefits, does not include any terms which was accomplished by: (i) creating the Condominiumincrease Tenant’s monetary obligations, (ii) conveying increase Tenant's non-monetary obligations (other than to a de minimis extent), (iii) decrease Tenant’s rights (other than to a de minimis extent) or (iv) interfere (other than to a de minimis extent) with Tenant’s use of the Units containing Premises for the premises theretofore demised to Permitted Use, and provided further that (x) Tenant’s portion of floor 2 and the TaxMechanical Areas and the entirety of floors 3, 4, 5 and 7-Benefit Tenant 18 of the Building shall comprise one (herein called 1) independent unit (or a unit together with appurtenant limited common elements, exclusive easement areas or similar rights) of which no portions of the Building other than such floors shall form a part (the “▇▇▇ Units”) to the New York City Industrial Development Agency (herein called the “▇▇▇Sale Unit”), a tax-exempt entity, with Landlord retaining a reversionary interest and (iiiy) requiring the ▇▇▇ to immediately lease back the ▇▇▇ Units to Landlord pursuant to a lease demising to Landlord all there shall be one single owner (or group of benefits and burdens of ownership owners acting as one, e.g. tenants in common) of the ▇▇▇ Units (herein calledSale Unit. If any such Declaration is to be recorded, together with any additional such leases that may be entered into as set forth in Tenant, upon the immediately following sentence hereof, the “▇▇▇ Leaseback”). Pursuant to Landlord’s lease with the Tax-Benefit Tenant (herein called the “Tax-Benefit Lease”), Landlord may from time to time convey additional Units to the ▇▇▇ in the same manner as set forth in the immediately preceding sentence in connection with the leasing request of additional premises in the Building to the Tax-Benefit Tenant. 37.02. As more particularly set forth in the Condominium Declaration, it is intended that Landlord, as either the owner or the holder of shall enter into an ▇▇▇ Leaseback with respect to all of the Units of the Condominium, will operate the entire Land and the entire Building as if Landlord were the owner of the entire Land and the entire Building and the Land and the Building were not owned in the condominium form of ownership. Accordingly, the terms and conditions amendment of this Lease reasonably acceptable to Tenant confirming such subordination and modifying this Lease in such respects as shall be administered in the same manner as would be the case if Landlord were the sole fee simple owner of the Land and the Building outside the condominium form of ownership and nothing contained in the Condominium Declaration (necessary to conform to such condominiumization, including, without limitation, the By-Laws of the Condominium annexed thereto)appropriate adjustments to Tenant’s Share and Tenant’s Operating Share; provided, as same may be amended from time to time, shall be construed to that such amendments do not include any terms which (i) increase Tenant’s monetary obligations, (ii) increase Tenant’s non-monetary obligations or diminish (other than to a de minimis extent), (iii) decrease Tenant’s rights under this Lease. 37.03. On (other than to a de minimis extent) or about December 19, 2000, Landlord’s predecessor-in-interest, WFP One Liberty Plaza Co. L.P., entered into an agreement with The City of New York (as the same has thereafter been amended by that certain First Amendment to Tax Agreement dated December 30, 2002, herein called the “Tax Agreement”) pursuant to which, notwithstanding the subdivision of the pre-existing single tax lot for the Land and the Building (herein called the “Existing Tax Lot”) into individual tax lots for each of the Units (herein called the “New Tax Lots”) in connection with the formation of the Condominium: (i) the aggregate assessed real estate tax value (herein called the “Aggregate Value”) of the New Tax Lots will be the same as the assessed value that the Existing Tax Lot would have received from time to time had the Existing Tax Lot not been subjected to condominium status and not been subdivided into the New Tax Lots; (ii) each New Tax Lot will have an assessed real estate tax value equal to its share of the Aggregate Value, which will be the same percentage share assigned to the corresponding Unit in the Condominium Declaration; (iii) Landlord will have the right to contest the Aggregate Value only with respect to all of the New Tax Lots in the aggregate, and will not have the right to contest the assessed real estate tax value for one or more Units on an individual basis; (iv) the City of New York will accept as valid a single application for review of assessed valuation and a single petition for judicial review of assessed valuation, each of which shall (x) aggregate the assessments interfere with Tenant’s use of the New Tax Lots, (y) state a single aggregated value Premises for the aggregated New Tax Lots and (z) be a single request for assessment reduction Permitted Use. Concurrently with the recordation of the Aggregate Value of the New Tax Lots; (v) any reductions in the Aggregate Value will be apportioned in accordance with the percentage shares assigned Declaration, and as a condition to the Units in the Condominium Declaration; and (vi) the income and expense statements required pursuant to Section 11-208.1 of the Administrative Code of the City of New York and any other statements, documents or instruments required to be submitted by Landlord relating to the assessment of real estate taxes shall in each case be submitted for all of the New Tax Lots as a single whole, and not for any individual Unit. 37.04. Notwithstanding anything to the contrary contained in this Lease, for purposes of applying the provisions of Article 3 subordination of this Lease with respect to the calculation of the Tax Payment payable by Tenant from time to timethereto, Landlord shall obtain for Tenant in recordable form a subordination, non-disturbance and Tenant hereby agree that attornment agreement in the Taxes “payable” by Landlord for any Tax Year shall be deemed to be the same amount of Taxes that would otherwise be “payable” by Landlord with respect to the Real Property but for the exemption of any ▇▇▇ Units from one or more components of Taxes for such Tax Year (i.e., form attached hereto as if the Land and the Building had not been subjected to the provisions of the Condominium Act). Thus, there shall be added to the Taxes actually payable by Landlord with respect to any such Tax Year, the aggregate amount of Taxes from which any ▇▇▇ Units are exempted for such Tax Year (herein called the “Exempted Tax Amount”). In computing the Exempted Tax Amount, any tax abatement or exemption that would otherwise apply to the ▇▇▇ Units, but for their pre-existing exemption from Taxes, shall be taken into account. Thus, for example, if in any Tax Year the City of New York institutes a program providing for an across-the-board five percent (5%) abatement of Taxes payable with respect to commercial office buildings in Manhattan, said five percent (5%) abatement shall be taken into account in computing the Exempted Tax AmountExhibit WW. 37.05. Notwithstanding anything to the contrary contained in this Lease, the provisions of the first sentence of Section 3.02(b) of this Lease shall not apply to any refund of Taxes received by Landlord for any Tax Year if and to the extent that such refund consists of Taxes paid with respect to any ▇▇▇ Unit for a period of time that such ▇▇▇ Unit was exempt from such Taxes (e.g., if an ▇▇▇ Unit is conveyed by Landlord to the ▇▇▇, there is a delay in taking such ▇▇▇ Unit off of the City’s tax rolls and Taxes are paid by Landlord with respect to such ▇▇▇ Unit for a period with respect to which such ▇▇▇ Unit is exempt from such Taxes). 37.06. Notwithstanding anything to the contrary contained in Section 3.01(e) of this Lease, the term “Operating Expenses” shall not include common charges of the Condominium, if and to the extent that such common charges duplicate or are in excess of amounts otherwise properly includable in Operating Expenses in accordance with the terms and conditions of this Lease (i.e., the determination of whether and to what extent an item of expense is includable as an Operating Expense in accordance with the terms and conditions of this Lease shall be made without regard to whether the amount of such item is payable by Landlord as part of common charges or directly to a third party).