Common use of Proposition 8 Clause in Contracts

Proposition 8. Notwithstanding anything to the contrary set forth in the Lease, as amended hereby, during the Extended Term, the amount of Tax Costs for the Base Year and any subsequent year shall, except as provided herein, be calculated without taking into account any decreases in real estate taxes obtained in connection with Proposition 8, and, therefore, the Tax Costs in the Base Year and/or a subsequent year may be greater than those actually incurred by Landlord, but shall, nonetheless, be the Tax Costs due under the Lease; provided that (a) any costs and expenses incurred by Landlord in securing any Proposition 8 reduction shall not be included in Tax Costs nor included in Operating Costs for purposes of the Lease, as amended hereby, except to the extent relating to any Proposition 8 Offset (defined below), and (b) tax refunds under Proposition 8 shall not be deducted from Tax Costs nor refunded to Tenant, but rather shall be the sole property of Landlord. Landlord and Tenant acknowledge that the preceding sentence is not intended to in any way affect (i) the inclusion in [***] Confidential portions of this document have been redacted and filed separately with the Commission. Tax Costs of the statutory two percent (2.0%) annual increase in Tax Costs (as such statutory increase may be modified by subsequent legislation), or (ii) the inclusion or exclusion of Tax Costs pursuant to the terms of Proposition 13. Notwithstanding the foregoing, for any year subsequent to the Base Year during which a Proposition 8 reduction applies and such reduction is actually achieved, after reimbursement of the costs and expenses incurred by Landlord in order to obtain such reduction of Tax Costs, the amount of Tax Costs for such year shall be reduced by the amount of the reduction actually received (“Proposition 8 Offset”), provided that Tax Costs in any year subsequent to the Base Year shall never be less than Tax Costs in the Base Year. By way of example only, and not as a limitation on the foregoing, if Tax Costs for the Base Year are $1.02 per rentable square foot and no Proposition 8 reduction applies in the Base Year, and if as a result of the permitted annual 2% statutory increase, Tax Costs would be $1.0824 per rentable square foot in the third (3rd) comparison year, but Landlord receives a Proposition 8 Offset for such year so that actual Tax Costs are $1.04 for such year, then Tenant would be obligated to pay only $.02 per rentable square foot for such year. In addition, notwithstanding the foregoing, upon a reassessment of the Building and/or Development pursuant to the terms of Proposition 13 (a “Reassessment”) occurring after the Base Year which results in a decrease in Tax Costs, the component of Tax Costs for the Base Year which is attributable to the assessed value of the Building and/or Development under Proposition 13 prior to the Reassessment (without taking into account any Proposition 8 reductions) shall be reduced, if at all, for the purposes of comparison to all subsequent years (commencing with the year in which the Reassessment takes place) to an amount equal to the real estate taxes based upon such Reassessment.

Proposition 8. Notwithstanding anything to the contrary set forth in the Lease, as amended hereby, during the Extended Term, the amount of Tax Costs for the 2013 Base Year and any subsequent year shall, except as provided herein, shall be calculated without taking into account any decreases in real estate taxes Tax Costs obtained in connection with Proposition 88 in the 2013 Base Year or any year prior to the 2013 Base Year, and, therefore, the Tax Costs in the 2013 Base Year and/or a subsequent year may be greater than those actually incurred by Landlord, but shall, nonetheless, be Landlord in the Tax Costs due under the Lease2013 Base Year; provided that that: (a) any future reductions in the amount of the Tax Costs for any calendar year following the Base Year which may be obtained in connection with Proposition 8 shall be applied to Tax Costs (but not Operating Costs) for purposes of determining Tenant’s Proportionate Share of Tax Costs in excess of the 2013 Base Year Tax Costs; (b) any reasonable costs and expenses incurred by Landlord in securing any Proposition 8 reduction in Tax Costs accruing under this Lease after the Base Year shall not be included in Tax Costs nor included in Operating Costs for purposes of the LeaseLease in the year in which such costs and expenses are paid by Landlord, as amended hereby, except to provided that Tenant’s liability therefor shall not exceed Tenant’s Proportionate Share of the extent relating to any amount of the Proposition 8 Offset (defined below), reduction and/or tax refund applied as credit to Tax Costs for the applicable calendar year; and (bc) tax refunds under Proposition 8 for the 2013 Base Year or any calendar year prior thereto shall not be deducted from 2013 Tax Costs nor refunded to Tenant, but rather shall be the sole property of Landlord. For any calendar year following the Base Year, any tax refund obtained by Landlord for Tax Costs to which Tenant has contributed Tenant’s Proportionate Share thereof shall be credited to Tenant to the extent of Tenant’s contribution to Tax Costs (including, without limitation, the costs and expenses incurred in obtaining such refund), and shall be offset against Tenant’s Proportionate Share of Tax Costs in excess of the Base Year Tax Costs until Tenant’s Proportionate Share of such refund is fully credited. Landlord and Tenant acknowledge that the preceding sentence is not intended to in any way affect way: (i) affect the inclusion in [***] Confidential portions of this document have been redacted and filed separately with the Commission. Tax Costs of the statutory two percent (2.0%) annual increase in Tax Costs (as such statutory increase may be modified by subsequent legislation), ; or (ii) affect the inclusion or exclusion of Tax Costs pursuant to the terms of Proposition 13. Notwithstanding ; or (iii) permit Tenant to receive a credit against Basic Rental or Operating Costs because the foregoing, for any year subsequent to the Base Year during which a Proposition 8 reduction applies and such reduction in Tax Costs is actually achieved, after reimbursement in excess of Tenant’s Proportionate Share of the costs and expenses incurred by Landlord in order to obtain such reduction of Tax Costs, the aggregate amount of Tax Costs for such year shall be reduced by the amount of the reduction actually received (“Proposition 8 Offset”), provided that Tax Costs in any year subsequent to the Base Year shall never be less than Tax Costs in the 2013 Base Year. By way of example only, and not as a limitation on the foregoing, if Tax Costs for the Base Year are $1.02 per rentable square foot and no Proposition 8 reduction applies in the Base Year, and if as a result of the permitted annual 2% statutory increase, Tax Costs would There shall be $1.0824 per rentable square foot in the third (3rd) comparison year, but Landlord receives a Proposition 8 Offset for such year so that actual Tax Costs are $1.04 for such year, then Tenant would be obligated to pay only $.02 per rentable square foot for such year. In addition, notwithstanding the foregoing, upon a reassessment of the Building and/or Development pursuant to the terms of Proposition 13 (a “Reassessment”) occurring after the Base Year which results in a decrease in excluded from Tax Costs, all excess profits taxes, franchise taxes, gift taxes, capital stock taxes, inheritance and succession taxes, estate taxes, federal and state income taxes, and other taxes to the component of extent applicable to Landlord’s general or net income (as opposed to rents, receipts or income attributable to operations at the Project). All assessments included in Tax Costs for the Base Year which is attributable to the assessed value of the Building and/or Development under Proposition 13 prior to the Reassessment (without taking into account any Proposition 8 reductions) shall be reduced, if at all, for paid by Landlord in the purposes maximum number of comparison to all subsequent years (commencing with installments permitted by law and shall not be included as Tax Costs except in the year in which the Reassessment takes place) to an amount equal to the real estate taxes based upon such Reassessmentassessment installment is actually paid.

Proposition 8. Notwithstanding anything to the contrary set forth in the Lease, as amended hereby, during the Extended Term, the amount of Tax Costs for the Base Year and any subsequent year shall, except as provided herein, be calculated without taking into account any decreases in real estate taxes obtained in connection with Proposition 8, and, therefore, the Tax Costs in the Base Year and/or a subsequent year may be greater than those actually incurred by Landlord, but shall, nonetheless, be the Tax Costs due under the Lease; provided that (a) any costs and expenses incurred by Landlord in securing any Proposition 8 reduction shall not be included in Tax Costs nor included in Operating Costs for purposes of the Lease, as amended hereby, except to the extent relating to any Proposition 8 Offset (defined below), and (b) tax refunds under Proposition 8 shall not be deducted from Tax Costs nor refunded to Tenant, but rather shall be the sole property of Landlord. Landlord and Tenant acknowledge that the preceding sentence is not intended to in any way affect (i) the inclusion in [***] Confidential portions of this document have been redacted and filed separately with the Commission. Tax Costs of the statutory two percent (2.0%) annual increase in Tax Costs (as such statutory increase may be modified by subsequent legislation), or (ii) the inclusion or exclusion of Tax Costs pursuant to the terms of Proposition 13. Notwithstanding the foregoing, for any year subsequent to the Base Year during which a Proposition 8 reduction applies and such reduction is actually achieved, after reimbursement of the costs and expenses incurred by Landlord in order to obtain such reduction of Tax Costs, the amount of Tax Costs for such year shall be reduced by the amount of the reduction actually received (“Proposition 8 Offset”), provided that Tax Costs in any year subsequent to the Base Year shall never be less than Tax Costs in the Base Year. By way of example only, and not as a limitation on the foregoing, if Tax Costs for the Base Year are $1.02 per rentable square foot and no Proposition 8 reduction applies in the Base Year, and if as a result of the permitted annual 2% statutory increase, Tax Costs would be $1.0824 per rentable square foot in the third (3rd) comparison year, but Landlord receives a Proposition 8 Offset for such year so that actual Tax Costs are $1.04 for such year, then Tenant would be obligated to pay only $.02 per rentable square foot for such year. In addition, notwithstanding the foregoing, upon a reassessment of the Building and/or Development pursuant to the terms of Proposition 13 (a “Reassessment”) occurring after the Base Year which results in a decrease in Tax Costs, the component of Tax Costs for the Base Year which is attributable to the assessed value of the Building and/or Development under Proposition 13 prior to the Reassessment (without taking into account any Proposition 8 reductions) shall be reduced, if at all, for the purposes of comparison to all subsequent years (commencing with the year in which the Reassessment takes place) to an amount equal to the real estate taxes based upon such Reassessment.

Proposition 8. Effective as of the Substitute Premises Effective Date, (i) the second sentence of the first grammatical paragraph of Paragraph 7.b. of the Lease (which sentence begins with the words "Notwithstanding anything the foregoing, if any reassessment") is deleted from the Lease and (ii) the following language is added to the contrary set forth in end of Paragraph 7.b.: "Notwithstanding the Lease, as amended hereby, during the Extended Termforegoing, the amount of Tax Costs for Expenses incurred by Landlord in the Base Year and or any calendar year subsequent year shall, except as provided herein, thereto shall be calculated without taking into account any decreases change in real estate taxes obtained as the result of a change in connection the assessed value of the Real Property pursuant to Proposition 8 (a "Proposition 8 Reduction"). In the event that a Proposition 8 Reduction is obtained with respect to the Real Property, then (i) during the period that such Proposition 88 Reduction is in effect, and, therefore, Tax Expenses incurred by Landlord during such period shall be deemed to be the Tax Costs Expenses that Landlord would have incurred if the Real Property were assessed based on its factored Proposition 13 base year value (rather than reflecting any change in the Base Year and/or a subsequent year assessment produced by any Proposition 8 Reduction), as the same may be greater than those adjusted from time to time (it being acknowledged that the amount of Tax Expenses that Landlord collects from tenants at the Real Property may exceed the amount of Tax Expenses actually incurred by LandlordLandlord during such period), but shall, nonetheless, be the Tax Costs due under the Lease; provided that (aii) any costs and expenses incurred by Landlord in securing any Proposition 8 reduction Reduction shall not be included in Tax Costs nor included in Expenses or Operating Costs for purposes of the Lease, as amended hereby, except to the extent relating to any Proposition 8 Offset (defined below)Expenses, and (biii) any tax refunds under or tax savings due to a Proposition 8 S Reduction shall not be deducted from Tax Costs Expenses nor refunded to Tenant, but rather shall be the sole property of Landlord. Landlord and Tenant acknowledge that the preceding sentence this Paragraph 7.b. is not intended to in any way to affect (i) the inclusion in [***] Confidential portions Tax Expenses of this document have been redacted and filed separately with the Commission. Tax Costs of the statutory two percent (2.0%) annual increase any increases in Tax Costs Expenses including without limitation, increases due to (as such statutory increase may be modified by subsequent legislation), or (iix) the inclusion or exclusion of Tax Costs pursuant to the terms of Proposition 13. Notwithstanding the foregoing, for any year subsequent to the Base Year during which a Proposition 8 reduction applies and such reduction is actually achieved, after reimbursement of the costs and expenses incurred by Landlord in order to obtain such reduction of Tax Costs, the amount of Tax Costs for such year shall be reduced by the amount of the reduction actually received (“Proposition 8 Offset”), provided that Tax Costs in any year subsequent to the Base Year shall never be less than Tax Costs in the Base Year. By way of example only, and not as a limitation on the foregoing, if Tax Costs for the Base Year are $1.02 per rentable square foot and no Proposition 8 reduction applies in the Base Year, and if as a result of the permitted annual 2% statutory increase, Tax Costs would be $1.0824 per rentable square foot in the third (3rd) comparison year, but Landlord receives a Proposition 8 Offset for such year so that actual Tax Costs are $1.04 for such year, then Tenant would be obligated to pay only $.02 per rentable square foot for such year. In addition, notwithstanding the foregoing, upon a reassessment of the Building and/or Development pursuant Real Property, including without limitation, reassessments resulting from (I) any transaction or event that might constitute a change of ownership of the Real Property, (2) new construction at the Real Property or (3) any change in the assessment due to the terms annual upward indexing of Proposition 13 assessed values or (a “Reassessment”y) occurring after an increase in the Base Year which results in a decrease in Tax Costs, the component of Tax Costs for the Base Year which is attributable tax rate applicable to the assessed value of the Building and/or Development under Proposition 13 prior to the Reassessment (without taking into account any Proposition 8 reductions) shall be reduced, if at all, for the purposes of comparison to all subsequent years (commencing with the year in which the Reassessment takes place) to an amount equal to the real estate taxes based upon such ReassessmentReal Property."