Common use of Impositions Clause in Contracts

Impositions. Tenant shall pay, as hereinafter provided, all of the following items (collectively, “Impositions”) imposed by any Governmental Authority that are applicable to the Premises or the operation thereof: (a) Taxes, (b) water, water meter and sewer rents, rates and charges, (c) excises, (d) levies, (e) license and permit fees; (f) service charges with respect to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental levies, fees, rents, proffers, assessments or taxes and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, and any interest or costs with respect thereto, which at any time during the Term are (1) assessed, levied, confirmed, imposed upon or would have become due and payable out of or in respect of, or would have been charged with respect to, the Premises or any document to which Tenant is a party creating or transferring an interest or estate in the Premises, or the use and occupancy thereof by Tenant or (2) encumbrances or liens on (i) the Premises, or (ii) any appurtenances of the Premises, or (iii) any personal property (except personal property which is not owned by or leased to Tenant), Fixtures or other facility used in the operation thereof, or (vi) any amounts due to Landlord under this Lease, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during the Term to be paid not later than the Due Date thereof. However, if, by law, any Imposition may at the option of the taxpayer be paid in installments (whether or not interest shall accrue on the unpaid balance of such Imposition), Tenant may exercise the option to pay the same in such installments and shall be responsible for the payment of such installments only, together with applicable interest, if any, relating to periods for which such installment is due, provided however, that Tenant shall have notified Landlord of its election to pay in installments prior to the Due Date of such Imposition.

Impositions. In addition to the Rent and other charges to be paid by Tenant under this Lease, Tenant shall pay, as hereinafter provided, pay Landlord for all of the following items (collectively, “Impositions”): (i) assessments or levies on the Building or Park Place Project, including without limitation, all assessments for public improvements, services, or benefits, irrespective of when commenced or completed; (ii) business taxes on the Building or Park Place Project; (iii) license, permit, inspection, and other authorization fees imposed on Landlord with respect to the Building or the Park Place Project; (iv) service charges imposed by governmental authorities in lieu of taxes and; (x) any Governmental Authority other fees or charges that are applicable levied, assessed, confirmed, or imposed by a governmental authority; provided, however, that Impositions shall not include amounts otherwise included in Common Area Operating Costs or Building Operating Costs or Real Property Taxes. Tenant is obligated to pay the Impositions only to the Premises or extent that the operation thereof: Impositions are (a) Taxesbased on, measured by, or commercially reasonable to attribute to, the cost or value of Tenant’s equipment, furniture, fixtures, and other personal property located in the Premises, (b) waterbased on the development, water meter and sewer rentspossession, rates and chargesleasing, operation, management, maintenance, alteration, repair, use, or occupancy by Tenant of the Premises or any portion of the Premises; or (c) excises, (d) levies, (e) license and permit fees; (f) service charges with respect to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar imposed on this transaction or like governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental levies, fees, rents, proffers, assessments or taxes and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, and any interest or costs with respect thereto, which at any time during the Term are (1) assessed, levied, confirmed, imposed upon or would have become due and payable out of or in respect of, or would have been charged with respect to, the Premises or based on any document to which Tenant is a party creating or transferring an interest or an estate in the Premises. If it is unlawful for Tenant to reimburse Landlord for the Impositions, or but lawful to increase the use and occupancy thereof by Tenant or (2) encumbrances or liens on (i) the Premises, or (ii) any appurtenances monthly Rent to take into account Landlord’s payment of the PremisesImpositions, or (iii) any personal property (except personal property which is not owned by or leased to Tenant), Fixtures or other facility used in the operation thereof, or (vi) any amounts due monthly Rent payable to Landlord under this Lease, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during shall be revised to provide Landlord the Term to be paid not later than the Due Date thereof. However, if, by law, any Imposition may at the option same net return without reimbursement of the taxpayer be paid in installments (whether or not interest shall accrue on Impositions as would have been received by Landlord with reimbursement of the unpaid balance of such Imposition), Tenant may exercise the option to pay the same in such installments and shall be responsible for the payment of such installments only, together with applicable interest, if any, relating to periods for which such installment is due, provided however, that Tenant shall have notified Landlord of its election to pay in installments prior to the Due Date of such ImpositionImpositions.

Impositions. Tenant shall payAll general and special taxes, as hereinafter providedincluding existing and future assessments for road, all of the following items (collectivelysewer, “Impositions”) imposed by any Governmental Authority that are applicable to the Premises utility, business improvement or the operation thereof: (a) Taxesmanagement districts and other local improvements, (b) water, water meter and sewer rents, rates and charges, (c) excises, (d) levies, (e) license and permit fees; (f) service charges with respect to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental and quasi-governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental levies, fees, rents, proffers, assessments or taxes and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, and any interest or costs with respect theretowhich may be charged, which at any time during the Term are (1) assessed, levied, confirmed, or imposed upon or would have become due and payable out of or in respect of, or would have been charged with respect to, the Premises or any document to which Tenant is a party creating or transferring an interest or estate in the Premises, or the use and occupancy thereof by Tenant or (2) encumbrances or liens on (i) the Premises, or (ii) any appurtenances of the Premises, or (iii) any personal property (except personal property which is not owned by or leased to Tenant), Fixtures or other facility used in the operation thereof, or (vi) any amounts due to Landlord under this Lease, including Base Rent and Additional Costs (all or any portion of either) payable by the Property, as well as Landlord’s reasonable out of pocket costs incurred in connection with seeking a reduction of the same, provided that Tenant hereunderhas first approved such action, each such Imposition, or installment thereof, during the Term approval not to be paid unreasonably withheld, conditioned or delayed, and Landlord keeps Tenant informed during such action and Landlord agrees not later than to settle such action with respect to any Impositions allocable to the Due Date thereofTerm, without Tenant’s approval, such approval not to be unreasonably withheld, conditioned or delayed. However, if, by law, If there is any Imposition may at change in the option system(s) of taxation which is in substitution of or in addition to the taxpayer be paid in installments (whether or not interest shall accrue on the unpaid balance of such Impositionpresent system(s), Tenant may exercise the option to pay the same such substitution and/or additional systems shall also be included in such installments and “Impositions”. Impositions shall not include any federal, state or local income, franchise, gift, capital levy, transfer, excess profits, estate, inheritance or succession taxes. Impositions shall be responsible for the payment reduced by actual tax abatements or other similar reductions, less Landlord’s reasonable out of such installments onlypocket costs incurred in connection therewith as aforesaid. Nothing herein shall be deemed to obligate Landlord to seek a reduction in Impositions. CONFIDENTIAL TREATMENT REQUESTED UNDER C.F.R. SECTIONS 200.80(b)(4), together with applicable interest, if any, relating to periods for which such installment is due, provided however, that Tenant shall have notified Landlord of its election to pay in installments prior to the Due Date of such Imposition200.83 AND 230.406. [****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION.

Impositions. Tenant shall pay, as hereinafter provided, all of the following following‌ items (collectively, “Impositions”) imposed by any Governmental Authority that are applicable to the Premises or the operation thereof: (a) Taxes, (b) water, water meter and sewer rents, rates and charges, (c) excises, (d) levies, (e) license and permit fees; (f) service charges with respect to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental levies, fees, rents, proffers, assessments or taxes and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, and any interest or costs with respect thereto, which at any time during the Term are (1) assessed, levied, confirmed, imposed upon or would have become due and payable out of or in respect of, or would have been charged with respect to, the Premises or any document to which Tenant is a party creating or transferring an interest or estate in the Premises, or the use and occupancy thereof by Tenant or and (2) encumbrances or liens on (i) the Premises, or (ii) any appurtenances of the Premises, or (iii) any personal property (except personal property which is not owned by or leased to Tenant), Fixtures or other facility used in the operation thereof, or (vi) any amounts due to Landlord under this Lease, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during the Term to be paid not later than the Due Date thereof. However, if, by law, any Imposition may at the option of the taxpayer be paid in installments (whether or not interest shall accrue on the unpaid balance of such Imposition), Tenant may exercise the option to pay the same in such installments (subject to the limitation on Tenant’s obligations set forth in Section 4.04 below) and shall be responsible for the payment of such installments only, together with applicable interest, if any, relating to periods for which such installment is due, provided however, that Tenant shall have notified Landlord of its election to pay in installments prior to the Due Date of such Imposition.

Impositions. Subject to Section 15 relating to permitted contests, Tenant shall payduring the Lease Term (i) will pay when due (or such earlier date as may be required by the installment payment provisions below in this Section 12) and prior to delinquency all Real Property Taxes levied or assessed against the Leased Premises; and (ii) will pay all other Impositions; both subsections (i) and (ii), as hereinafter providedbefore any interest, all penalty, fine or cost may be added for non-payment, and will furnish to Landlord for inspection within thirty (30) days after such payment, receipts of the following items (collectivelyappropriate taxing authority or other proof satisfactory to Landlord evidencing payment of such other Impositions. Tenant will protect, “Impositions”) imposed by any Governmental Authority that are applicable to the Premises or the operation thereof: (a) Taxesindemnify and hold Landlord harmless from and against all liabilities, (b) waterobligations, water meter claims, damages, penalties, causes of action and sewer rents, rates Costs and charges, (c) excises, (d) levies, (e) license and permit fees; (f) service charges with respect to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental levies, fees, rents, proffers, assessments or taxes and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, and any interest or costs with respect thereto, which at any time during the Term are (1) assessed, levied, confirmed, Expenses imposed upon or would have become incurred by or asserted against Landlord or the Leased Premises by reason of Tenant's failure to pay all Impositions as required herein. If Real Property Taxes or any other Impositions are payable in installments, Tenant may, at its election, make payment thereof in installments which are due and payable out of or in respect of, or would have been charged with respect to, the Premises or any document to which Tenant is a party creating or transferring an interest or estate in the Premises, or the use and occupancy thereof by Tenant or (2) encumbrances or liens on (i) the Premises, or (ii) any appurtenances of the Premises, or (iii) any personal property (except personal property which is not owned by or leased to Tenant), Fixtures or other facility used in the operation thereof, or (vi) any amounts due to Landlord under this Lease, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during the Term to be paid not later than the Due Date thereof. HoweverLease Term; provided, if, by law, any Imposition may at the option of the taxpayer be paid in installments (whether or not interest shall accrue on the unpaid balance of such Imposition)however, Tenant may exercise the option to shall pay the same Real Property Taxes in such quarterly installments and shall be responsible for the payment of such installments onlyduring each tax year; provided further, together with applicable interest, if any, relating to periods for which such installment is due, provided however, that Tenant shall have notified Landlord not be required to make such quarterly payments of its election Real Property Taxes if it obtains a minimum credit rating of at least BBB- (minimum investment grade rating). To the extent Tenant is required to pay in installments prior make quarterly payments of Real Property Taxes pursuant to the Due Date preceding sentence, Tenant shall make such payments directly to the relevant governmental authority if permitted by such authority; provided, however, that if the relevant taxing authority does not accept quarterly payments, Tenant shall make such payments into an interest bearing escrow account, with the escrow agent being directed to make such payments to the relevant taxing authority when directed by either Tenant or Landlord. Any Impositions relating to a fiscal period, part of which is within and part of which is subsequent to the Lease Term, whether or not such Impositions shall become due and payable or a lien upon the Leased Premises or any part thereof, or be assessed, levied, confirmed or imposed during the Lease Term, shall be adjusted and apportioned between Tenant and Landlord so that Tenant shall pay only that portion of such ImpositionImpositions computed by multiplying the total amount of such Impositions relating to the fiscal period by a fraction, the numerator of which is the number of days constituting the remainder of the Lease Term and the denominator of which is the number of days constituting the entire fiscal period. The amount due from either party to the other based upon the adjustment and apportionment of such Impositions shall be paid at or promptly following expiration or termination of the Lease Term.

Impositions. Tenant shall pay, as hereinafter provided, all of the following items (collectively, “Impositions”) imposed by any Governmental Authority that are applicable to the Premises or the operation thereof: (a) Taxes, (b) water, water meter and sewer rents, rates and charges, (c) excises, (d) levies, (e) license and permit fees; (f) service charges with respect To the extent the Trustor is obligated to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental charges applicable to do so under the foregoing and any interest or costs with respect thereto, and (h) any and Facility Lease Trustor will pay when due all other governmental levies, fees, rents, proffers, assessments or real property taxes and chargesassessments, general and special, ordinary and extraordinary, foreseen all other taxes and unforeseen, assessments of any kind and or nature whatsoever, includ ing, without limitation, public, governmental or nongovernmental levies, assessments or charges, such as assessments on appurtenant water stock, maintenance charges, owner association dues or charges and any interest fees, levies or costs with respect theretocharges resulting from covenants, conditions and restrictions affecting the Property, which at any time during the Term are (1) assessed, levied, confirmed, assessed or imposed upon any of the Property, or would have become due and payable out of or arising in respect of, or would have been charged with respect to, the Premises or any document to which Tenant is a party creating or transferring an interest or estate in the Premises, or the use and occupancy thereof by Tenant or (2) encumbrances or liens on (i) the Premises, or (ii) any appurtenances of the Premisesoperation, occupancy, use or posses sion thereof (iii) any personal property (except personal property all of which is not owned by taxes, assessments and other public, governmental or leased nongovernmental charges of like or different nature are hereinafter referred to Tenantas "Impositions"); provided, Fixtures or other facility used in the operation thereofhowever, or (vi) any amounts due to Landlord under this Lease, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during the Term to be paid not later than the Due Date thereof. However, that if, by law, any such Imposition is payable, or may at the option of the taxpayer payer be paid paid, in installments (whether or not installments, Trustor may pay the same together with any accrued interest shall accrue on the unpaid balance of such Imposition), Tenant may exercise the option to pay Imposition in install ments as the same may become due. (b) If under the provisions of any law or ordinance now or hereafter in such installments and effect there shall be responsible assessed or imposed: (i) a tax or assessment on the Property in lieu of or in addition to the Impositions payable by Trustor pursuant to subparagraph (a) hereof, or (ii) a license fee, tax or assessment imposed on Secured Party and measured by or based in whole or in part upon the amount of the outstanding Obliga tions, then all such taxes, assessments or fees shall be deemed to be included within the term "Impositions" as defined in subparagraph (a) hereof, and Trustor shall pay and discharge or cause to be paid and discharged the same as herein provided or shall reimburse or otherwise compensate Secured Party for the payment thereof. In the event any such law or ordinance specifically provides that Trustor may not pay, reimburse or otherwise compensate Secured Party for the payment of such installments onlytax, together with applicable interestassessment or fee, if anythen, at the option of Secured Party, Secured Party may declare all of the Obligations to be due and payable within sixty (60) days and the failure of Trustor to pay the Obligations within such period shall be an Event of Default entitling Secured Party to exercise any of the remedies set forth in this Deed of Trust. (c) Subject to the provisions of subparagraph (d) hereof, Trustor covenants to furnish to Secured Party, within thirty (30) days after the date when any interest or penalty shall accrue for nonpayment of Impositions, official receipts of the appropriate taxing or other authority, or other proof reasonably satisfactory to Secured Party, evidencing the payment thereof. (d) If an Event of Default shall occur and be continuing, at the request of Secured Party, Trustor shall pay to Secured Party on the first Business Day of each month an amount equal to one-twelfth of the annual total of Impositions estimated by Secured Party to be assessed against the Property in order to pay the installment of Impositions next due on the Property. In such event, Trustor further agrees to cause all bills, statements or other documents relating to periods for which such installment is dueImpositions to be sent or mailed directly to Secured Party. Provided Trustor has deposited sufficient funds with Secured Party pursuant to this Section 1.12, provided however, that Tenant Secured Party shall have notified Landlord of its election to pay in installments on or prior to the Due Date due date thereof, such amounts as may be due thereunder out of the funds so deposited. Notwithstanding the foregoing, nothing contained herein shall cause Secured Party to be deemed a trustee of said funds or obligate Secured Party to pay any amount in excess of the amount deposited pursuant to this Section 1.12. If at any time and for any reason the funds deposited with Secured Party are or will be insufficient to pay such Impositionamounts as may then be due, Secured Party shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Secured Party. Should Trustor fail to deposit with Secured Party sums sufficient to fully pay such Impositions when due, Secured Party may, at Secured Party's election, but without any obligation to do so, advance any amounts required to make up the deficiency. Trustor shall, on demand, reimburse Secured Party for said amount. Should an Event of Default occur and be continuing hereunder, Secured Party may, at any time at Secured Party's option, apply any sums or amounts then held by it pursuant hereto (including, without limitation, any income earned thereon) to the payment or discharge of the Obligations in the manner set forth in Section 3.3 hereof as if the same were proceeds of sale. The receipt, use or application of any such sums paid by Trustor to Secured Party hereunder shall not be construed to affect the maturity of any of the Obligations or to otherwise affect any of the rights or powers of Secured Party hereunder or any of the obligations of Trustor hereunder. (e) Trustor will pay all taxes, charges, filing, registration and recording fees, excises and levies imposed in connection with the recording of this Deed of Trust or imposed upon Secured Party by reason of its ownership of this Deed of Trust or any mortgage supplemental hereto, and shall pay any and all Internal Revenue stamp taxes and other taxes required to be paid on any of the Obligations (other than taxes required to be paid by the Lenders pursuant to Section 2.15 of the Credit Agreement). In the event Trustor fails to make any such payment within five (5) Business Days after written notice thereof from Secured Party, then Secured Party shall have the right, but shall not be obligated to, pay the amount due and Trustor shall, on demand, reimburse Secured Party for said amount.

Impositions. Landlord represents to Tenant that the Premises are assessed separately from any other real property, as a separate tax lot. Commencing on the applicable Commencement Date for the portions of the Premises, and continuing on the first day of each calendar month thereafter, Tenant shall pay, as Additional Rent, (said Additional Rent is hereinafter providedreferred to as the “Tax Rent”) the then applicable Tenant’s Share of all real estate taxes assessed upon the Premises. Real Estate Taxes shall include any tax or assessment levied, all assessed or imposed anytime by any governmental authority upon or against the Property (including the land and Building) or any part thereof from and after the Commencement Date. Such terms shall also include any assessment for public improvement imposed against the Property during the term of the following items (collectivelyLease and from and after the Commencement Date. There shall not be included in the foregoing definition any franchise, “Impositions”) imposed by corporate, estate, inheritance or transfer tax of Landlord, or any Governmental Authority that are applicable to income, profits or revenue tax or other taxes and impositions upon the Premises or the operation thereof: (a) TaxesLandlord; provided, (b) waterhowever, water meter and sewer rents, rates and charges, (c) excises, (d) levies, (e) license and permit fees; (f) service charges with respect to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, that if any, (g) fines, penalties and other similar or like governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental levies, fees, rents, proffers, assessments or taxes and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, and any interest or costs with respect thereto, which at any time during the Term are term of this Lease a tax on rents is assessed by the State of New Jersey or political subdivision on land or buildings, such tax shall be deemed to be included within the amount which the Tenant is required to pay under this Article. Tenant shall also pay to Landlord one hundred percent (1100%) assessed, levied, confirmed, of all Taxes imposed upon the Property as a result of any improvements made in or would to the Premises by Tenant. Landlord or Tenant shall each have become due and payable out of the right, but not the obligation, to contest or in respect of, appeal any Taxes or would have been charged with respect to, assessments levied on the Premises or any document portion thereof. Each party shall notify the other prior to instituting any such contest, and the other party shall have the right to join in such proceeding. Landlord shall cooperate with Tenant with respect to such proceedings to the extent reasonably necessary. If any refund or credit is received which is allocable to Tenant’s Tax Rent, provided Tenant is a party creating not then in default beyond any applicable notice and/or grace period, the same shall be credited to the next succeeding payment of taxes due from Tenant or transferring an interest paid to Tenant if such refund or estate in credit is given at the Premisesend of the term or thereafter, which obligation shall survive the expiration of the Term or the use and occupancy thereof termination of this Lease. Landlord shall estimate the annual Taxes on the Property prior to each calendar year. During the Term of the Lease, beginning on the Commencement Date, Tenant shall pay its Tax Rent in twelve (12) monthly installments on the first day of each month on an estimated basis as so determined by the Landlord. After the actual annual Taxes of the Property have been determined, ▇▇▇▇▇▇’s share of such Taxes shall be determined. Any amount paid by Tenant which exceeds the actual amount due shall be credited to the next succeeding payments due pursuant hereto (or (2) encumbrances refunded to Tenant, if at or liens on (i) after the Premises, or (ii) any appurtenances end of the PremisesTerm, or (iii) any personal property (except personal property which provided Tenant is not owned by or leased to Tenantin default). If Tenant has paid less than the actual amount due, Fixtures or other facility used in Tenant shall pay the operation thereof, or (vi) any amounts due difference to Landlord under within ten (10) days after Landlord’s request therefore as Additional Rent. Notwithstanding the aforementioned, Landlord may, at any time and from time to time, reasonably revise the amount of the monthly Tax Rent payment due, to cover any Tax Rent increase not previously factored into the annual estimate. Upon ▇▇▇▇▇▇’s receipt of a revised monthly statement, Tenant shall pay Landlord, as additional rent, the revised amount. Landlord shall pay the Taxes upon the Premises prior to the date they may be paid without any fine, penalty or interest, and upon request furnish to Tenant satisfactory evidence of the payment of all Taxes. Landlord will provide Tenant with the year-end Tax statement and a copy of substantiating tax bills prior to the end of the first (1st) quarter (March 31st) of the succeeding year. Each such Tax cost statement given by Landlord pursuant to this LeaseSection 7 shall be conclusive and binding upon Tenant unless within ninety (90) days after the receipt of such statement Tenant notifies Landlord in writing that it disputes the correctness of the statement, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during specifying the Term particular respects in which the statement is claimed to be paid not later than the Due Date thereofincorrect. However, if, Landlords failure to provide such Tax cost statement by law, any Imposition may at the option of the taxpayer be paid date provided for herein shall in installments (whether or not interest shall accrue on the unpaid balance of such Imposition), no way excuse Tenant may exercise the option from its obligation to pay the same its pro rata share of Tax Rent or constitute a waiver of Landlord’s right to bill and collect such pro rata share of Tax Rent from Tenant in such installments and shall accordance with this provision. The Tenant will be responsible for any added assessments that are billed in the payment of such installments onlynew tax year for the previous years, together with applicable interest, if any, relating to periods for which such installment is due, provided however, that Tenant shall have notified Landlord of its election to pay in installments prior to the Due Date of such Impositionand this added assessment must be paid immediately upon presentation.

Impositions. Tenant shall will pay, as hereinafter provided, all of the following items (collectively, “Impositions”) imposed by any Governmental Authority that are applicable to the Premises or the operation thereof: (a) Taxes, (b) water, water meter and sewer rents, rates and charges, (c) excises, (d) levies, (e) license and permit fees; (f) service charges with respect to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental levies, fees, rents, proffers, assessments or taxes and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, and any interest or costs with respect thereto, which at any time during the Term are (1) assessed, levied, confirmed, imposed upon or would have become due and payable out of or in respect of, or would have been charged with respect to, the Premises or any document to which Tenant is a party creating or transferring an interest or estate in the Premises, or the use and occupancy thereof by Tenant or and (2) encumbrances or liens on (i) the Premises, or (ii) any appurtenances of the Premises, or (iii) any personal property (except personal property which is not owned by or leased to Tenant), Fixtures or other facility used in the operation thereof, or (vi) any amounts due to Landlord under this Lease, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during the Term to be paid not later than the Due Date thereof. However, if, by law, any Imposition may at the option of the taxpayer be paid in installments (whether or not interest shall will accrue on the unpaid balance of such Imposition), Tenant may exercise the option to pay the same in such installments (subject to the limitation on Tenant’s obligations set forth in Section 4.04 below) and shall will be responsible for the payment of such installments only, together with applicable interest, if any, relating to periods for which such installment is due, provided however, that Tenant shall have notified Landlord of its election to pay in installments prior to the Due Date of such Imposition.

Impositions. Tenant shall pay, as hereinafter provided, all of the following items (collectively, “Impositions”) imposed by any Governmental Authority that are applicable to the Premises or the operation thereof: (a) Taxes, (b) water, water meter and sewer rents, rates and charges, (c) excises, (d) levies, (e) license and permit fees; (f) service charges with respect To the extent the Trustor is obligated to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental charges applicable to do so under the foregoing and any interest or costs with respect thereto, and (h) any and Facility Lease Trustor will pay when due all other governmental levies, fees, rents, proffers, assessments or real property taxes and chargesassessments, general and special, ordinary and extraordinary, foreseen all other taxes and unforeseen, assessments of any kind and or nature whatsoever, including, without limitation, public, governmental or nongovernmental levies, assessments or charges, such as assessments on appurtenant water stock, maintenance charges, owner association dues or charges and any interest fees, levies or costs with respect theretocharges resulting from covenants, conditions and restrictions affecting the Property, which at any time during the Term are (1) assessed, levied, confirmed, assessed or imposed upon any of the Property, or would have become due and payable out of or arising in respect of, or would have been charged with respect to, the Premises or any document to which Tenant is a party creating or transferring an interest or estate in the Premises, or the use and occupancy thereof by Tenant or (2) encumbrances or liens on (i) the Premises, or (ii) any appurtenances of the Premisesoperation, occupancy, use or posses sion thereof (iii) any personal property (except personal property all of which is not owned by taxes, assessments and other public, governmental or leased nongovernmental charges of like or different nature are hereinafter referred to Tenantas "Impositions"); provided, Fixtures or other facility used in the operation thereofhowever, or (vi) any amounts due to Landlord under this Lease, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during the Term to be paid not later than the Due Date thereof. However, that if, by law, any such Imposition is payable, or may at the option of the taxpayer payer be paid paid, in installments (whether or not installments, Trustor may pay the same together with any accrued interest shall accrue on the unpaid balance of such Imposition), Tenant may exercise the option to pay Imposition in install- ments as the same may become due. (b) If under the provisions of any law or ordinance now or hereafter in such installments and effect there shall be responsible assessed or imposed: (i) a tax or assessment on the Property in lieu of or in addition to the Impositions payable by Trustor pursuant to subparagraph (a) hereof, or (ii) a license fee, tax or assessment imposed on Secured Party and measured by or based in whole or in part upon the amount of the outstanding Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term "Impositions" as defined in subparagraph (a) hereof, and Trustor shall pay and discharge or cause to be paid and discharged the same as herein provided or shall reimburse or otherwise compensate Secured Party for the payment thereof. In the event any such law or ordinance specifically provides that Trustor may not pay, reimburse or otherwise compensate Secured Party for the payment of such installments onlytax, together with applicable interestassessment or fee, if anythen, at the option of Secured Party, Secured Party may declare all of the Obligations to be due and payable within sixty (60) days and the failure of Trustor to pay the Obligations within such period shall be an Event of Default entitling Secured Party to exercise any of the remedies set forth in this Deed of Trust. (c) Subject to the provisions of subparagraph (d) hereof, Trustor covenants to furnish to Secured Party, within thirty (30) days after the date when any interest or penalty shall accrue for nonpayment of Impositions, official receipts of the appropriate taxing or other authority, or other proof reasonably satisfactory to Secured Party, evidencing the payment thereof. (d) If an Event of Default shall occur and be continuing, at the request of Secured Party, Trustor shall pay to Secured Party on the first Business Day of each month an amount equal to one-twelfth of the annual total of Impositions estimated by Secured Party to be assessed against the Property in order to pay the installment of Impositions next due on the Property. In such event, Trustor further agrees to cause all bills, statements or other documents relating to periods for which such installment is dueImpositions to be sent or mailed directly to Secured Party. Provided Trustor has deposited sufficient funds with Secured Party pursuant to this Section 1.12, provided however, that Tenant Secured Party shall have notified Landlord of its election to pay in installments on or prior to the Due Date due date thereof, such amounts as may be due thereunder out of the funds so deposited. Notwithstanding the foregoing, nothing contained herein shall cause Secured Party to be deemed a trustee of said funds or obligate Secured Party to pay any amount in excess of the amount deposited pursuant to this Section 1.12. If at any time and for any reason the funds deposited with Secured Party are or will be insufficient to pay such Impositionamounts as may then be due, Secured Party shall notify Trustor and Trustor shall immediately deposit an amount equal to such deficiency with Secured Party. Should Trustor fail to deposit with Secured Party sums sufficient to fully pay such Impositions when due, Secured Party may, at Secured Party's election, but without any obligation to do so, advance any amounts required to make up the deficiency. Trustor shall, on demand, reimburse Secured Party for said amount. Should an Event of Default occur and be continuing hereunder, Secured Party may, at any time at Secured Party's option, apply any sums or amounts then held by it pursuant hereto (including, without limitation, any income earned thereon) to the payment or discharge of the Obligations in the manner set forth in Section 3.3 hereof as if the same were proceeds of sale. The receipt, use or application of any such sums paid by Trustor to Secured Party hereunder shall not be construed to affect the maturity of any of the Obligations or to otherwise affect any of the rights or powers of Secured Party hereunder or any of the obligations of Trustor hereunder. (e) Trustor will pay all taxes, charges, filing, registration and recording fees, excises and levies imposed in connection with the recording of this Deed of Trust or imposed upon Secured Party by reason of its ownership of this Deed of Trust or any mortgage supplemental hereto, and shall pay any and all Internal Revenue stamp taxes and other taxes required to be paid on any of the Obligations (other than taxes required to be paid by the Lenders pursuant to Section 2.15 of the Credit Agreement). In the event Trustor fails to make any such payment within five (5) Business Days after written notice thereof from Secured Party, then Secured Party shall have the right, but shall not be obligated to, pay the amount due and Trustor shall, on demand, reimburse Secured Party for said amount.

Impositions. A. Tenant shall paycovenants and agrees to pay during the term of this Lease, as hereinafter providedAdditional Rent, before any fine, penalty, interest or cost may be added thereto for the nonpayment thereof, all of impositions described herein that accrue on or after the following items (collectivelyCommencement Date, “Impositions”) imposed by any Governmental Authority that are applicable to the Premises or the operation thereof: (a) Taxeswhich include without limitation, (b) waterall real estate taxes, special assessments, water meter and sewer rents, rates and charges, (c) excisessewer rates and charges, (d) including any sum or sums payable for future sewer or water capacity increases, charges for public utilities, street lighting, excise levies, (e) license and permit licenses, permits, inspection fees; (f) service charges with respect to police protection, fire protectionother governmental charges, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental leviescharges or burdens of whatsoever kind and nature (including costs, fees, rentsand expenses of complying with any restrictive covenants or similar agreements to which the Demised Premises are subject), proffersincurred in the use, assessments occupancy, ownership, operation, leasing or taxes possession of the Demised Premises, without particularizing by any known name or by whatever name hereafter called, and charges, whether any of the foregoing be general and or special, ordinary and or extraordinary, foreseen and unforeseen, or unforeseen (all of any kind and nature whatsoever, and any interest or costs with respect theretowhich are sometimes herein referred to as "Impositions"), which at any time during the Term are (1) term may have been or may be assessed, levied, confirmed, imposed upon or would have become due and payable out of or in respect ofupon, or would have been charged with respect to, become a lien on the Premises or any document to which Tenant is a party creating or transferring an interest or estate in the Demised Premises, or any portion thereof, or any appurtenance thereto, rents or income therefrom, and such easements or rights as may now or hereafter be appurtenant or appertain to the use and occupancy thereof by Tenant of the Demised Premises. B. If, at any time during the term of this Lease, any method of taxation shall be such that there shall be levied, assessed or (2) encumbrances imposed on Landlord, or liens on (i) the Basic Rent or Additional Rent, or on the Demised Premises or on the value of the Demised Premises, or (ii) any appurtenances portion thereof, a capital levy, sales or use tax, gross receipts tax or other tax on the rents received therefrom, or a franchise tax, or an assessment, levy or charge measured by or based in whole or in part upon such rents or value, Tenant covenants to pay and discharge the same, it being the intention of the Premises, or (iii) any personal property (except personal property which is not owned by or leased to Tenant), Fixtures or other facility used in parties hereto that the operation thereof, or (vi) any amounts due to Landlord under this Lease, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during the Term rent to be paid not later than hereunder shall be paid to Landlord absolutely net without deduction or charge of any nature whatsoever foreseeable or unforeseeable, ordinary or extraordinary, or of any nature, kind or description, except as in this Lease otherwise expressly provided. Nothing in this Lease contained shall require Tenant to pay any municipal, state or federal net income or excess profits taxes assessed against Landlord, or any municipal, state or federal capital levy, estate succession, inheritance or transfer taxes of Landlord, or corporation franchise taxes imposed upon any corporate owner of the Due Date thereof. Howeverfee of the Demised Premises. C. Tenant covenants to furnish Landlord, if, by law, within 30 days after the date upon which any Imposition may at the option of the taxpayer be paid in installments (whether or not interest shall accrue on the unpaid balance of such Imposition)other tax, Tenant may exercise the option to pay the same in such installments and shall be responsible for the payment of such installments onlyassessment, together with applicable interestlevy or charge is payable by Tenant, if any, relating to periods for which such installment is due, provided however, that Tenant shall have notified Landlord of its election to pay in installments prior to the Due Date of such Imposition.official receipts of

Impositions. In addition to the monthly rental and other charges to be paid by Tenant under this Lease, Tenant shall pay, as hereinafter provided, pay Landlord for all of the following items (collectively, “"Impositions”"): (i) taxes, other than local, state, and federal personal or corporate income taxes measured by the net income of Landlord; (ii) assessments, including without limitation, all assessments for public improvements, services, or benefits, irrespective of when commenced or completed; (iii) excises; (iv) levies; (v) business taxes; (vi) license, permit, inspection, and other authorization fees; (vii) transit development fees; (viii) assessments or charges for housing funds; (ix) service payments in lieu of taxes and; (x) any other fees or charges that are levied, assessed, confirmed, or imposed by a public authority; provided, however, that Impositions shall not include amounts otherwise included in Operating Expenses or Property Taxes. Tenant is obligated to pay only to the extent that the Impositions are (a) on, measured by, or reasonably attributable to, the cost or value of Tenant's equipment, furniture, fixtures, and other personal property located in the Premises, or the cost or value of any Governmental Authority that are applicable leasehold improvements made to the Premises by or for Tenant, regardless of whether title to the operation thereof: (a) Taxes, improvements shall be in Tenant or Landlord; (b) waterbased on or measured by the monthly rental or other charges payable under this Lease, water meter and sewer rentsincluding without limitation, rates and chargesany gross receipts tax levied by a municipality, the State of California, the Federal Government, or any other governmental body with respect to the receipt of the rental; (c) excisesbased on the development, possession, leasing, operation, management, maintenance, alteration, repair, use, or occupancy by Tenant of the Premises or any portion of the Premises; or (d) levies, (e) license and permit fees; (f) service charges with respect to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental levies, fees, rents, proffers, assessments or taxes and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, and any interest or costs with respect thereto, which at any time during the Term are (1) assessed, levied, confirmed, imposed upon or would have become due and payable out of or in respect of, or would have been charged with respect to, the Premises on this transaction or any document to which Tenant is a party creating or transferring an interest or an estate in the Premises. If it is unlawful for Tenant to reimburse Landlord for the Impositions, or but lawful to increase the use and occupancy thereof by Tenant or (2) encumbrances or liens on (i) the Premises, or (ii) any appurtenances monthly rental to take into account Landlord's payment of the PremisesImpositions, or (iii) any personal property (except personal property which is not owned by or leased to Tenant), Fixtures or other facility used in the operation thereof, or (vi) any amounts due monthly rental payable to Landlord under this Lease, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during shall be revised to net Landlord the Term to be paid not later than the Due Date thereof. However, if, by law, any Imposition may at the option same net return without reimbursement of the taxpayer be paid in installments (whether or not interest shall accrue on Impositions as would have been received by Landlord with reimbursement of the unpaid balance of such Imposition), Tenant may exercise the option to pay the same in such installments and shall be responsible for the payment of such installments only, together with applicable interest, if any, relating to periods for which such installment is due, provided however, that Tenant shall have notified Landlord of its election to pay in installments prior to the Due Date of such ImpositionImpositions.

Impositions. Tenant shall pay, as hereinafter provided, all of the following items (collectively, “Impositions”) imposed by any Governmental Authority that are applicable to the Premises or the operation thereof: (a) TaxesTenant shall, from and after the Commencement Date, pay and discharge any and all “Impositions” (hereinafter defined), which accrue or become due and payable for any period from and after the Commencement Date through and including the end of the Term. (b) waterAs used herein, water meter and sewer rents, rates and charges, (c) excises, but subject to subsection (d) leviesbelow, the term “Impositions” (esingularly, an “Imposition”) license shall mean all real estate taxes, assessments, property taxes, excise taxes, business and permit fees; (f) service occupation taxes, water and sewer charges with respect to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental levies, fees, rents, profferssales and use taxes, assessments or taxes including governmental impositions and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, charges of any every kind and nature whatsoever, and whether ordinary or extraordinary, general or special, foreseen or unforeseen, or similar or dissimilar to any interest of the foregoing , including specifically, but without limitation: (i) any tax, assessment or costs with respect thereto, other governmental charge of any kind which at any time during the Term are (1) may be assessed, levied, confirmed, imposed upon or would have become due and payable out of or in respect of, or would have been charged with respect to, the Premises or any document to which Tenant is a party creating or transferring an interest or estate in the Premises, or the use and occupancy thereof by Tenant or (2) encumbrances or liens on (i) the Premises, or ; (ii) any appurtenances of tax or charge for fire protection, refuse collection, sewer, water, streets, sidewalks or road maintenance or other services provided to the Premises, Premises by any governmental or public agency; and (iii) any personal property (except personal property which is not owned by tax replacing or leased to Tenant)supplementing in while or in part any tax levy, Fixtures assessment or other facility used charge previously included with in the operation thereof, or (vi) any amounts due to Landlord definition of Impositions under this Lease. (c) If any assessment for public improvements is levied against the Premises, including Base Rent and Additional Costs (or any portion Landlord shall be deemed to have elected to pay such assessment in the maximum number of either) payable installments then permitted by Tenant hereunder, each such Imposition, or installment thereof, during the Term to be paid not later than the Due Date thereof. However, if, by law, any Imposition may at the option of the taxpayer be paid in installments law (whether or not interest shall accrue on the unpaid balance of such ImpositionLandlord actually so elects), and Tenant may exercise the option to shall pay the same in such installments and shall be responsible for payable during or attributable to the payment of such installments onlyTerm, together with applicable interestany interest due as a result of the installment payments. Any installment for a period during which the Commencement Date or Expiration Date occurs shall be prorated in accordance with Section 3.02. (d) Notwithstanding the foregoing, if any, relating to periods for which such installment is due, provided however, that nothing in this Lease shall require Tenant shall have notified Landlord of its election to pay in installments prior to the Due Date of such ImpositionLandlord’s federal or state income, excess profits, franchise, succession, transfer, gift, inheritance or estate taxes.

Impositions. A. Tenant shall paycovenants and agrees to pay during the term of this Lease, as hereinafter providedAdditional Rent, before any fine, penalty, interest or cost may be added thereto for the nonpayment thereof, all of impositions described herein that accrue on or after the following items (collectivelyCommencement Date, “Impositions”) imposed by any Governmental Authority that are applicable to the Premises or the operation thereof: (a) Taxeswhich include without limitation, (b) waterall real estate taxes, special assessments, water meter and sewer rents, rates and charges, (c) excisessewer rates and charges, (d) including any sum or sums payable for future sewer or water capacity increases, charges for public utilities, street lighting, excise levies, (e) license and permit licenses, permits, inspection fees; (f) service charges with respect to police protection, fire protectionother governmental charges, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental leviescharges or burdens of whatsoever kind and nature (including costs, fees, rentsand expenses of complying with any restrictive covenants or similar agreements to which the Demised Premises are subject), proffersincurred in the use, assessments occupancy, ownership, operation, leasing or taxes possession of the Demised Premises, without particularizing by any known name or by whatever name hereafter called, and charges, whether any of the foregoing be general and or special, ordinary and or extraordinary, foreseen and unforeseen, or unforeseen (all of any kind and nature whatsoever, and any interest or costs with respect theretowhich are sometimes herein referred to as Impositions"), which at any time during the Term are (1) term may have been or may be assessed, levied, confirmed, imposed upon or would have become due and payable out of or in respect ofupon, or would have been charged with respect to, become a lien on the Premises or any document to which Tenant is a party creating or transferring an interest or estate in the Demised Premises, or any portion thereof, or any appurtenance thereto, rents or income therefrom, and such easements or rights as may now or hereafter be appurtenant or appertain to the use of the Demised Premises. B. If, at any time during the term of this Lease, any method of taxation shall be such that there shall be levied, assessed or imposed on Landlord, or on the Basic Rent or Additional Rent, or on the Demised Premises or on the value of the Demised Premises, or any portion thereof, a capital levy, sales or use tax, gross receipts tax or other tax on the rents received therefrom, or a franchise tax, or an assessment, levy or charge measured by or based in whole or in part upon such rents or value, Tenant covenants to pay and occupancy discharge the same, it being the intention of the parties hereto that the rent to be paid hereunder shall be paid to Landlord absolutely net without deduction or charge of any nature whatsoever foreseeable or unforeseeable, ordinary or extraordinary, or of any nature, kind or description, except as in this Lease otherwise expressly provided. Nothing in this Lease contained shall require Tenant to pay any municipal, state or federal net income or excess profits taxes assessed against Landlord, or any municipal, state or federal capital levy, estate succession, inheritance or transfer taxes of Landlord, or corporation franchise taxes imposed upon any corporate owner of the fee of the Demised Premises. C. Tenant covenants to furnish Landlord, within 30 days after the date upon which any Imposition or other tax assessment, levy or charge is payable by Tenant, official receipts of the appropriate taxing authority, or other appropriate proof satisfactory to Landlord, evidencing the payment of the same. The certificate, advice or bill of the appropriate official designated by law to make or issue ▇▇▇ same or to receive payment of any Imposition or other tax, assessment, levy or charge may be relied upon by Landlord as sufficient evidence that such Imposition or other tax, assessment, levy or charge is due and unpaid at the time of the making or issuance of such certificate, advice or bill, unless Tenant provides Landlord with evidence to the contrary. D. At Landlord's written demand after any Event of Default (as defined in Section 20 hereinafter) and for as long as such Event of Default is uncured, or upon the request of any Mortgagee of the Demised Premises, (but only after an Event of Default and for as long as such Event of Default is uncured) Tenant shall pay to Landlord the known or estimated yearly real estate taxes and assessments payable with respect to the Demised Premises in monthly payments equal to one-twelfth of the known or estimated yearly real estate taxes and assessments next payable with respect to the Demised Premises. From time to time Landlord may re-estimate the amount of real estate taxes and assessments, and in such event Landlord shall notify Tenant, in writing, of such re-estimate and fix future monthly installments for the remaining period prior to the next tax and assessment due date in an amount sufficient to pay the re-estimated amount over the balance of such period after giving credit for payments made by Tenant on the previous estimate. If the total monthly payments made by Tenant pursuant to this Paragraph 16D shall exceed the amount of payments necessary for said taxes and assessments, such excess shall be credited on subsequent monthly payments of the same nature; but if the total of such monthly payments so made under this paragraph shall be insufficient to pay such taxes and assessments when due, then Tenant shall pay to Landlord such amount as may be necessary to make up the deficiency. E. Tenant shall have the right at its own expense to contest the amount or validity, in whole or in part, of any Imposition by appropriate proceedings diligently conducted in good faith, but only after Tenant provides Landlord or the Mortgagee reasonable security, or Tenant makes payment of such Imposition, unless such payment, or a payment thereof under protest, would operate as a bar to such contest or interfere materially with the prosecution thereof, in which event, notwithstanding the provisions of Paragraph 16A hereof Tenant may postpone or defer payment of such Imposition if neither the Demised Premises nor any portion thereof would, by reason of such postponement or deferment, be in danger of being forfeited or lost, and (b) Tenant is not then in Material Breach of this Lease. Upon the termination of any such proceedings, Tenant shall pay the amount of such Imposition or part thereof, if any, as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees, including attorney's fees, interest, penalties, fines and other liability in connection therewith, and upon such payment Landlord shall return all amounts or certificates deposited with it with respect to the contest of such Imposition, as aforesaid, or, at the written direction of Tenant, Landlord shall make such payment out of the funds on deposit with Landlord and the balance, if any, shall be returned to Tenant. Tenant shall be entitled to the refund of any Imposition, penalty, fine and interest thereon received by Landlord which have been paid by Tenant or (2) encumbrances which have been paid by Landlord but for which Landlord has been previously reimbursed in full by Tenant. Landlord shall not be required to join in any proceedings referred to in this Paragraph 16E unless the provisions of any law, rule or liens on (i) regulation at the Premises, or (ii) any appurtenances of the Premises, or (iii) any personal property (except personal property which is not owned time in effect shall require that such proceedings be brought by or leased to Tenant), Fixtures or other facility used in the operation thereofname of Landlord, in which event Landlord shall join in such proceedings or (vi) any amounts due to Landlord under this Lease, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during the Term to be paid not later than the Due Date thereof. However, if, by law, any Imposition may at the option of the taxpayer be paid in installments (whether or not interest shall accrue on the unpaid balance of such Imposition), Tenant may exercise the option to pay permit the same ________ brought in Landlord's name upon compliance with such installments and conditions as Landlord may reasonably require. Landlord shall not ultimately be responsible subject to any liability for the payment of any fees, including attorney's fees, costs and expenses in connection with such installments onlyproceedings. Tenant agrees to pay all such fees (including reasonable attorney's fees), together costs and expenses or, on demand, to make reimbursement to Landlord for such payment. If Landlord is provided a certificate of deposit or other interest bearing instrument as security for the payment of the contested Imposition, during the time when any such certificate of deposit or other interest bearing instrument is on deposit with applicable interestLandlord, and prior to the time when the same is returned to Tenant or applied against the payment, removal or discharge of Impositions, as above provided, Tenant shall be entitled to receive all interest paid thereon, if any, relating to periods for which such installment is due, provided however, that Tenant . Cash deposits shall have notified Landlord of its election to pay in installments prior to the Due Date of such Impositionnot bear interest.

Impositions. 5.01 During the term of this Lease, Tenant shall covenants and agrees to pay, as hereinafter providedrent in addition to all other rent payable hereunder, before any fine, penalty, interest or cost may be added thereto for the nonpayment thereof and ten (10) days prior to delinquency, all of the following items (collectivelytaxes, “Impositions”) imposed by any Governmental Authority that are applicable to the Premises or the operation thereof: (a) Taxessewer taxes, (b) water, water meter and sewer rents, rates and charges, (c) excises, (d) levies, (e) license and permit fees; (f) service , assessments, water rates and charges with respect to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental levies, fees, rents, proffers, assessments or taxes and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, as well as foreseen, of any kind and nature whatsoever, including but not limited to any tax based upon a reassessment of the Premises and any interest assessments for public improvements or costs with respect theretobenefits, which at any time prior to or during the Term term of this Lease are (1) assessed, levied, confirmed, assessed or imposed upon or would have become due and payable out and a lien upon: (i) the Leased Premises or any part thereof or any personal property, equipment or other facility used in the operation thereof; or (ii) the rent or income received from subtenants or licensees; or (iii) any use or occupancy of the Leased Premises; or in respect of, or would have been charged with respect to, the Premises (iv) this transaction or any document to which Tenant is a party creating or transferring an estate or interest or estate in the PremisesLeased Premises (all of which taxes, or the use assessments and occupancy thereof by Tenant or (2) encumbrances or liens on (i) the Premisesother governmental charges are hereinafter referred to as "Impositions"); provided, or (ii) any appurtenances of the Premiseshowever, or (iii) any personal property (except personal property which is not owned by or leased to Tenant), Fixtures or other facility used in the operation thereof, or (vi) any amounts due to Landlord under this Lease, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during the Term to be paid not later than the Due Date thereof. However, that if, by law, any such Imposition is payable, or may at the option of the taxpayer be paid paid, in installments (whether or not installments, Tenant may pay the same together with any accrued interest shall accrue on the unpaid balance of such Imposition)Imposition in installments as the same respectively become due and before any fine, penalty, interest or cost may be added thereto for the nonpayment of any such installment and interest; and provided, further, that any Imposition relating to a fiscal period of the taxing authority a part of which period is included within the term of this Lease, shall be prorated as between Landlord and Tenant may exercise the option to so that Landlord shall pay the same in such installments portion of Impositions attributable to any period subsequent to the termination of the term of this Lease, and Tenant shall pay the portion thereof attributable to any period during the term of this Lease. 5.02 If at any time during the term of this Lease there shall be responsible for assessed or imposed (i) a tax or assessment on the rents received by Landlord or by Tenant in connection with the Leased Premises, or (ii) a tax or assessment (including but not limited to any municipal, state or federal levy) measured by or based in whole or in part upon the value of the Leased Premises and imposed upon Landlord, or (iii) a license fee, tax or assessment measured by the rent payable under this Lease, then all such taxes, assessments or fees shall be deemed to be included within the term "Impositions" as defined in Section 5.01 hereof, and Tenant shall pay and discharge the same as herein provided in respect of the payment of such installments onlyImpositions, together with applicable interestit being the intention of the parties hereto that the rent to be paid hereunder shall be paid to Landlord absolutely net without deduction of any nature whatsoever, if anyforeseeable or unforeseeable. The payment to be made by Tenant pursuant to this Section shall be made before any fine, relating to periods penalty, interest or cost may be added thereto for which such installment is duethe nonpayment thereof, provided however, that Tenant shall have notified Landlord of its election to pay in installments and ten days prior to delinquency. Each such tax, assessment, levy, imposition or charge shall be deemed to be an item of additional rent hereunder. Federal or state income tax payable by Landlord by reason of the Due Date receipt of such Impositionrents as in this Lease provided shall not be deemed to be included within the term "Impositions" as defined in Section 5.01 hereof.

Impositions. In addition to the monthly rental and other charges to be paid by Tenant under this Lease, Tenant shall pay, as hereinafter provided, pay Landlord for all of the following items (collectively, “Impositions”"IMPOSITIONS"): (i) taxes, other than local, state, and federal personal or corporate income taxes measured by the net income of Landlord; (ii) assessments, including without limitation, all assessments for public improvements, services, or benefits, irrespective of when commenced or completed; (iii) excises; (iv) levies; (v) business taxes; (vi) license, permit, inspection, and other authorization fees; (vii) transit development fees; (viii) assessments or charges for housing funds; (ix) service payments in lieu of taxes and; (x) any other fees or charges that are levied, assessed, confirrned, or imposed by a public authority; provided, however, that Impositions shall not include amounts otherwise included in Operating Expenses or Property Taxes. Tenant is obligated to pay only to the extent that the Impositions are (a) on, measured by, or reasonably attributable to, the cost or value of Tenant's equipment, furniture, fixtures, and other personal property located in the Premises, or the cost or value of any Governmental Authority that are applicable above Building standard leasehold improvements made to the Premises by or for Tenant, regardless of whether title to the operation thereof: (a) Taxes, improvements shall be in Tenant or Landlord; (b) waterbased on or measured by the monthly rental or other charges payable under this Lease, water meter and sewer rentsincluding without limitation, rates and chargesany gross receipts tax levied by a municipality, the State of California, the Federal Government, or any other governmental body with respect to the receipt of the rental; (c) excisesbased on the possession, leasing, operation, management, maintenance, alteration, repair, use, or occupancy by Tenant of the Premises or any portion of the Premises; or (d) levies, (e) license and permit fees; (f) service charges with respect to police protection, fire protection, street and highway construction, maintenance and lighting, sanitation and water supply, if any, (g) fines, penalties and other similar or like governmental charges applicable to the foregoing and any interest or costs with respect thereto, and (h) any and all other governmental levies, fees, rents, proffers, assessments or taxes and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever, and any interest or costs with respect thereto, which at any time during the Term are (1) assessed, levied, confirmed, imposed upon or would have become due and payable out of or in respect of, or would have been charged with respect to, the Premises on this transaction or any document to which Tenant is a party creating or transferring an interest or an estate in the Premises. If it is unlawful for Tenant to reimburse Landlord for the Impositions, or but lawful to increase the use and occupancy thereof by Tenant or (2) encumbrances or liens on (i) the Premises, or (ii) any appurtenances monthly rental to take into account Landlord's payment of the PremisesImpositions, or (iii) any personal property (except personal property which is not owned by or leased to Tenant), Fixtures or other facility used in the operation thereof, or (vi) any amounts due monthly rental payable to Landlord under this Lease, including Base Rent and Additional Costs (or any portion of either) payable by Tenant hereunder, each such Imposition, or installment thereof, during shall be revised to net Landlord the Term to be paid not later than the Due Date thereof. However, if, by law, any Imposition may at the option same net return without reimbursement of the taxpayer be paid in installments (whether or not interest shall accrue on impositions as would have been received by Landlord with reimbursement of the unpaid balance of such Imposition), Tenant may exercise the option to pay the same in such installments and shall be responsible for the payment of such installments only, together with applicable interest, if any, relating to periods for which such installment is due, provided however, that Tenant shall have notified Landlord of its election to pay in installments prior to the Due Date of such ImpositionImpositions.