Common use of Real Estate Taxes Clause in Contracts

Real Estate Taxes. Tenant shall pay directly to the Landlord: (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole or any part of the ad valorem tax on real property, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to the Premises, the Building and the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rents, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.

Real Estate Taxes. Tenant shall pay directly to the Landlord: (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseenunforeseen (and Tenant's Proportionate Fraction of any such taxes, assessments, levies, fees and charges if they are assessed against the entire Building or Lot), which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the acquisition, leasing or use of the Premises (and Tenant's Proportionate Fraction of any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and Tenant's Proportionate Fraction of all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole or any part of the ad valorem tax on real property, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to the Premises, the Building and the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rents, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.4.2.5

Real Estate Taxes. Tenant shall pay, within ten (10) days from the date Landlord submits to Tenant a statement setting forth the amount due Landlord under the provisions of this paragraph, Tenant's proportionate share of the real property taxes and assessments on the Demised Premises as additional rent hereunder. Tenant's proportionate share of such taxes and assessments shall be determined by multiplying the total amount of such taxes and assessments by a fraction, the numerator of which is the floor area of the Demised Premises and the denominator of which is the total floor area of the building or buildings being assessed. If the Landlord shall be required to maintain a tax impound account, Tenant shall, at Landlord's request, pay directly one-twelfth (1/12) of Tenant's proportionate share of the estimated annual taxes in advance each month in additional to the Landlord: (i) minimum rental payment due hereunder. Landlord shall pay all taxes, and assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or lawfully levied upon or assessed against (A) the Premises building or the Building or a fraction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole buildings or any part of the ad valorem tax on real property, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to the Premises, the Building and the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rents, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), shall be payable by Tenantthereof; provided, however, that Landlord may, dispute and contest the same. Tenant may, at its sole cost and expense, after it has paid in full its proportionate share of any taxes or assessments due hereunder, upon fifteen (i15) Tenant's obligation days prior written notice to Landlord, contest with respect to the aforesaid Substitute Taxes appropriate governmental authority such tax or assessment. Tenant shall be limited entitled to the amount thereof as computed at the rates that would be payable if the Premises were the only property any refund of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable any tax or penalty paid by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received paid by Landlord concerning the Premisesand reimbursed by Tenant to Landlord. (See Lease Rider "A" Building Expenses attached hereto and incorporated herein).

Real Estate Taxes. The Landlord shall pay all real estate taxes assessed against the leased Premises during the term of this Lease subject to reimbursement by the Tenant as provided under Paragraph 2.C.2 above. Tenant shall pay directly to reimburse Landlord for any other assessments or fees which may in the Landlord: (i) all taxes, assessments to future be levied against the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises by the Town of Hartford or any other governing body or public utility including, but not limited to real estate or ad valorem taxes. Tenant shall also pay to the Building appropriate taxing authority the amount of all assessments, impositions and taxes made, levied or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by imposed upon any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or property of Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if If at any time during the Term term of this Lease the present system methods of ad valorem taxation of real property prevailing at the execution hereof shall be changed or altered so that in lieu of or as a supplement to or a substitute for the whole or any part of the ad valorem tax on real propertyestate taxes or assessments now or from time to time hereafter levied, assessed or imposed by applicable taxing authorities, there shall be assessed on Landlord imposed (i) a tax, assessment, levy, imposition or charge, wholly or partially as a capital levy or other tax otherwise, on the gross rents received with respect to from the Premises, the Building and the Lot, or all of them, or (ii) a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy (including but not limited to any municipal, state or federal levy), imposition or charge (distinct from any now in effect) measured by or based, based in whole or in partpart upon the Premises and imposed upon Landlord, upon gross rentsor (iii) a license fee measured by the rent payable under this Lease, then any and all of such taxes, assessments, levies levies, impositions and/or charges, or chargesthe part thereof so measured or based shall be deemed to be included in the general real estate taxes and assessments payable by Tenant pursuant hereto, to the extent so measured or based ("Substitute Taxes")that such taxes, shall be payable by Tenant; providedassessments, howeverlevies, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that impositions and charges would be payable if the Premises were the only property of Landlord subject thereto, and Tenant shall pay and discharge the same as herein provided in respect of the payment of general real estate taxes and assessments. The Tenant, after notice to the Landlord, may contest in good faith, by appropriate proceedings conducted promptly at the Tenant's expense, in the Tenant's name or (whenever necessary) in the Landlord's name, any such taxes, assessments, duties or charges and (ii) only the Landlord agrees to cooperate reasonably with the Tenant and to execute any documents or pleadings reasonably required for such purpose, provided that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of not incur any notice of any public, special or betterment assessment received by Landlord concerning the Premises.expense or

Real Estate Taxes. Tenant For the purposes of this Section, the term "taxes" shall pay directly to the Landlord: (i) include all real estate taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special) and other governmental impositions and charges of every kind and nature whatsoever, ordinary and extraordinaryextraordinary as well as ordinary, foreseen and unforeseen, and each and every installment thereof, which are, at any time prior to shall or may during the Term lease term be levied, assessed, imposed, become due and payable, or liens upon, or arise in connection with the use, occupancy or possession of, or grow duo or payable out of, or for, the building or any part thereof, or the land (the "Parcel") upon which the building is situated or any other improvements thereon. Tenant agrees to pay to Landlord Tenant's share of taxes, as herein provided, Tenant's proportionate share of taxes assessed with respect to all buildings in the Industrial Park shall be determined by multiplying the amount of such taxes by a fraction, the denominator of which shall be the rentable square foot area of all buildings constructed in the Industrial Park upon which any such taxes are assessed and the numerator of which shall be the total number of square feet of ground floor area contained in the demised premises as set forth in Section 1.01 hereof. Taxes shall be prorated as of the commencement date of the Lease upon the due date basis of the appropriate taxing authorities. In addition to the foregoing, imposed should the State of Florida or any political subdivision thereof or any governmental authority having jurisdiction thereover, impose a tax and/or assessment (other than a franchise tax) upon or against the rentals payable hereunder by Tenant or Landlord, either by way of substitution for the taxes and assessments levied upon or assessed against (A) such land and such buildings, or in addition hereto, such tax and/or assessments shall be paid by Tenant, Landlord will estimate the Premises or obligations anticipated to be required to be paid by Tenant to Landlord as provided in this Section 2.04 and Tenant shall pay 1/12 thereof in equal monthly installments together with the Building or a fraction payment of minimum annual rent. in the event that the aggregate of Tenant's installments during the year shall be less than the amount of the Lotobligations due from Tenant, such deficiency shall be paid to Landlord within fifteen (B15) any Fixed Rentdays after demand therefor. If there shall have been an overpayment by Tenant, Additional Rent Tenant shall be given a credit towards the next due payment of its share of taxes. Notwithstanding anything in this Section 2.04 to the contrary, all costs and expenses incurred by Landlord during negotiations for or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect contests of the operation, possession or use amount of the Premises or taxes shall be included with the Building or term "taxes." In the Lot; (ii) event a refund is obtained, Landlord shall credit a portion thereof to the next installment of rent due from Tenant in proportion to the share of such taxes originally paid by Tenant from which the refund was derived. In addition to the foregoing, Tenant at all gross receipts or similar times shall be responsible for and shall pay, before delinquency, all taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable unpaid on account any leasehold interest, any right of occupancy, any investment of Tenant in the leasing Demised Premises, or use any personal property of the Premises (and any such taxes if they are leviedkind owned, assessed installed or payable on account of the acquisitionused by Tenant, leasing or use of the entire Building or including Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished leasehold improvements or on Tenants right to occupy the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole or any part of the ad valorem tax on real property, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to the Demised Premises, the Building and the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rents, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.

Real Estate Taxes. As Additional Rent, Tenant shall pay directly to the Landlord at Landlord: ’s Payment Address Tenant’s Proportionate Fraction of (i) all taxes, assessments to the extent due and payable (special special, betterment or otherwise), levies, fees, water and sewer rents and charges, if any, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term term hereof, imposed or levied upon or assessed against (A) Landlord for the Premises Lot or the Building or a fraction of the Lot, (B) any Fixed Rent, Additional Rent rent or other sum sums payable hereunder by any tenants or occupants thereof (Ccollectively “taxes and assessments” or if singular “tax or assessment”) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; and (ii) 33.33% (the “Building’s Share”) of all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account assessments for the North Parking Areas and the common systems of the leasing or use of Park, including, without limitation, the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot)sewer pumping station; and (iv) all charges for utilities furnished provided that with respect to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or , if singular "tax or assessment")any, solely attributable to the sewer pumping station, prior to calculating the Building’s Share of such amount, such taxes and assessments solely attributable to the sewer pumping station shall be reduced by the amount, if any, of such taxes and assessments paid by the landowner abutting the Park. For each tax or assessment periodIf and to the extent that a common system is significantly enhanced for a particular lot within the Park but not for the lots generally, or installment Landlord shall make an equitable adjustment, in Landlord’s reasonable discretion, in allocating the taxes (if any) assessed on such enhanced common system among the lots within the Park to account for the disproportionate benefit of such enhancement to the particular lot. Landlord shall elect to pay betterment assessments over the longest period thereofpermitted by law, wholly included in and only the Term, all such installments thereof (and interest thereon) becoming due during the term shall be payable by Tenant hereunder. All payments shall be made by Tenant not less than five (5) days prior to on the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last first day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal yearmonth following the month in which Landlord’s invoice therefor shall have been received by Tenant. Nothing contained in this Lease herein shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes")taxes, estate, succession, inheritance or transfer taxestaxes assessed to Landlord, provided, however, that if at any time during the Term term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole or any part of the ad valorem tax on real property, or in lieu of increases therein, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to the Premises, the Building and the Lot, or all of them, Lot or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rents, then Tenant’s Proportionate Fraction of any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("“Substitute Taxes"”), shall be payable by Tenant; , provided, however, that (i) Tenant's Xxxxxx’s obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises Building and Lot were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.

Real Estate Taxes. Tenant shall pay pay, directly to the Landlordauthority charged with collection thereof: (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the LotDemised Premises, (B) any Yearly Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the LotDemised Premises; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Yearly Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot)Demises Premises; and (iv) all charges for utilities furnished to the Demised Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). If any tax or assessment levied against the Demised Premises may legally be paid in installments, Tenant may elect to pay such tax or assessment in installments. For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, penalty provided Landlord delivers copies of all tax xxxx it receives to Tenant as soon as reasonably possible; provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 10 days after receipt of invoice therefortherefore, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments promptly after payment thereof furnish Landlord proof of payment of all items in accordance with this Section 4.2.5 hereof5.2.1 which are payable by Tenant. In the event that If Tenant requests that Landlord apply for shall deem itself aggrieved by any abatement of, or otherwise contest, any such tax or assessment, and shall elect to contest the payment thereof, Tenant may make such payment under protest or, if postponement of such payment will not jeopardize Landlord's title to the Demised Premises nor prejudice Landlord's rights with respect to abatement proceedings, Tenant may postpone the same provided that it shall secure such payment and the interest and penalties thereon and the costs of the contest of the tax or assessment, or of the proceedings or the suit in which such contest may be had, by causing to be delivered to Landlord cash or other security satisfactory to Landlord or a bond of indemnity of a good and solvent surety company, in form and amount reasonably satisfactory to Landlord. If the Landlord elects not to seek a tax abatement or refund in a particular fiscal year, Tenant may elect to do so. Landlord agrees that it shall, at Tenant's expense, reasonably cooperate with any application by Tenant for a tax abatement or refund; such cooperation shall file include the co-signing of all applications, providing Tenant with historic operating costs and tax data for the Demised Premise, and providing such other information as may be necessary and available from Landlord as the owner of the Property. Either party paying any tax or assessment shall be entitled to recover, receive and retain for its own benefit all abatements and refunds related thereto, unless it has previously been reimbursed by the other party. Any abatement or refund related to a tax or assessment the payment of which was apportioned between the parties shall be first applied to the costs of securing such abatement or otherwise contest refund, and the balance shall be apportioned in like manner. Neither party shall discontinue any abatement proceedings begun by it without first giving the other party notice of its intent so to do and reasonable opportunity to be substituted in such proceedings. Notwithstanding any other provision of this Lease to the contrary, neither party paying any tax or assessment and shall diligently pursue make such payment in such an amount, in such a manner, or at such a time as would prejudice any abatement proceeding unless failure to make such payment would jeopardize either party's interest in the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on Demised Premises in which such abatement or contest may validly case payment shall be made under applicable law, and (ii) the expenses of so that such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal yearinterest is not so jeopardized. Nothing contained in this Lease shall, however, require Tenant to pay any income taxesfranchise, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes")corporate, estate, successioninheritance, inheritance succession capital levy or transfer taxestax of Landlord, providedor any income, howeverprofits or revenue tax or charge upon the rent payable by Tenant under this Lease (other than any tax referred to in clause (ii) above) unless (a) such tax is imposed, that levied or assessed in substitution for any other tax or assessment which Tenant is required to pay pursuant to this Section 5.2.1, or (b) if at any time during the Term of this Lease, the present system method of ad valorem taxation of real property shall be changed so such that in lieu of the whole or any part of the ad valorem tax on real property, there shall be levied, assessed or imposed on Landlord a capital levy or other tax directly on the gross rents received with respect to from the Premises, the Building and the Lot, Demised Premises and/or any tax or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) assessment measured by or based, in whole or in part, upon gross rents, then any and such rents or measured in whole or in part by income from the Demised Premises (if in computing such rents or income there is not allowable as a deduction for the taxable year substantially all of the depreciation or interest deductions allowed for federal income tax purposes for the taxable year), or upon the value of the Demised Premises or any present or future improvement or improvements on the Demised Premises, in which case all such taxes, assessments, levies taxes and assessments or charges, to the extent part thereof so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, provided however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Demised Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall promptly furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Demised Premises.

Real Estate Taxes. Tenant shall pay directly to the Landlord: (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseenunforeseen (and Tenant’s Proportionate Fraction of any such taxes, assessments, levies, fees and charges if they are assessed against the entire Building or Lot), which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the acquisition, leasing or use of the Premises (and Tenant’s Proportionate Fraction of any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and Tenant’s Proportionate Fraction of all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "“taxes and assessments" ” or if singular "“tax or assessment"”). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant to Landlord not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's ’s option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. Anything herein to the contrary notwithstanding, if and to the extent that the Lot is not a separately assessed parcel, Landlord shall make a fair and reasonable allocation of any taxes and assessments between the Lot and the remaining parcel of land of which the Lot is a part. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which that such abatement or contest may validly application be made under by Landlord in accordance with applicable lawlaws, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' ’ fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal yearpaid by Tenant. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("“Excluded Taxes"”), estate, succession, inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole or any part of the ad valorem tax on real property, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to the Premises, the Building and or the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rents, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("“Substitute Taxes"”), shall be payable by Tenant; provided, however, that (i) Tenant's ’s obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.

Real Estate Taxes. Tenant shall pay directly 13.1. For purposes of this Lease, and subject only to the exclusions provided below, "Taxes" as used in this Lease shall mean the regularly imposed taxes levied by municipal, county, and district Governmental Authorities against the owners of real property, which taxes are measured on a "flat-rate" basis separately from any other property of the owner of the subject property, including ad valorem taxes and betterment assessments, imposed or assessed upon or against the Property; provided, however that if any betterment assessment is payable in installments, the real estate taxes for any tax year shall include only such installments of such betterment assessment as is allocable to said tax year. Taxes shall not in any case include any income, excess profit, estate, inheritance, succession, transfer, franchise, capital or other tax or assessment upon Landlord: , or upon the rentals payable under this Lease (i) all taxes, assessments to except for taxes on the extent due and payable (special or otherwiserentals as set forth below), leviesall of which shall be the obligation of Landlord, feesunless same are charges or assessments made in lieu of real estate, water and sewer rents and chargesor other taxes expressly included in Taxes, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, in which are, event same shall nevertheless be payable by Tenant as herein set forth. In no event shall Tenant be obligated to pay any of Landlord's administrative fees relating to real estate taxes nor shall Tenant be obligated to pay any interest or penalties imposed for late payment or otherwise unless caused by Tenant. If at any time prior to or during after the Term hereofCommencement Date, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction methods of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments taxation then prevailing shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed altered so that in lieu of the whole or any part of the ad valorem tax taxes, assessments, levies, impositions or charges then levied, assessed or imposed on real propertyestate and the improvements thereon, there shall be levied, assessed on Landlord or imposed: (i) a capital levy or other tax on the gross rents received with respect to the Premises, the Building and the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy, imposition or charge wholly or partially as capital levy or otherwise on the rents received therefrom, or (ii) a tax, assessment, levy, imposition or charge (distinct from any now in effect) measured by or based, based in whole or in partpart upon the Demised Premises and imposed upon Landlord, upon gross rentsor (iii) a license fee measured by the rents payable by Tenant to Landlord, then any and all of such taxes, assessments, levies levies, impositions or charges, to or the extent part thereof so measured or based ("Substitute Taxes")based, shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect deemed to be included within the aforesaid Substitute Taxes shall be limited to term "Taxes" for the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premisespurposes hereof.

Real Estate Taxes. Tenant shall pay directly to Landlord Xxxxxx's Pro Rata Share of the LandlordReal Estate Taxes for the Property, plus 100% of : (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the LotPremises, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the LotPremises; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot)Premises; and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). If any tax or assessment levied against the Premises may legally be paid in installments, Landlord shall elect to pay such tax or assessment in installments. For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) ten business days prior to the last date on which the same may be paid without interest or penalty, penalty so long as Tenant has received 15 days prior notice of such due dates; provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 15 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, Either party paying any tax or assessmentassessment shall be entitled to recover, Landlord receive and retain for its own benefit all abatements and refunds related thereto, unless it has previously been reimbursed by the other party. Any abatement or refund related to a tax or assessment the payment of which was apportioned between the parties shall file be first applied to the costs of securing such abatement or otherwise contest refund, and the balance shall be allocated to Tenant based on their Pro Rata share. Neither party shall discontinue any abatement proceedings begun by it without first giving the other party notice of its intent so to do and reasonable opportunity to be substituted in such proceedings. Notwithstanding any other provision of this Lease to the contrary, neither party paying any tax or assessment and shall diligently pursue make such payment in such an amount, in such a manner, or at such a time as would prejudice any abatement proceeding unless failure to make such payment would jeopardize either party's interest in the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on Premises in which such abatement or contest may validly case payment shall be made under applicable law, and (ii) the expenses of so that such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal yearinterest is not so jeopardized. Nothing contained in this Lease shall, however, require Tenant to pay any income taxesfranchise, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes")corporate, estate, successioninheritance, inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole or any part of the ad valorem tax on real property, there shall be assessed on Landlord a succession capital levy or other transfer tax on the gross rents received with respect to the Premises, the Building and the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rents, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and or any income, profits or revenue tax or charge upon the rent payable by Tenant under this Lease (other than any tax referred to in clause (ii) only that portion of the Substitute Taxes above) unless such tax is imposed, levied or assessed in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish substitution for any other tax or assessment which Tenant is required to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premisespay pursuant to this Section 4.2.1.

Real Estate Taxes. Tenant shall pay pay, directly to the LandlordLandlord ---- ------ ----- or for its benefit: (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the LotPremises, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the LotPremises; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot)Premises; and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or --------------------- ----------------- assessment period, or installment period thereof, wholly thereof included in the Term, all such payments shall be made by Tenant not less than five (5) fifteen days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 ten (10) days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, succession or inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole or any part of the ad valorem tax on real property, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to the Premises, the Building and the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rents, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.

Real Estate Taxes. Tenant 14.01 For the purposes of this Article, the term “Taxes” shall pay directly to include the Landlord: (i) sum of all taxesreal estate taxes and assessments, assessments to the extent due and payable (special or otherwise), levies, feesassessments, water and sewer rents rents, PILOT payments and charges, each and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, every installment thereof which are, at any time prior to shall or may during the Term hereofof this Lease be levied, imposed assessed, imposed, become due and payable, or levied liens upon or assessed against (A) arising in connection with the Premises use, occupancy or the Building possession of or a fraction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement grow out of, or otherwise contestfor the Building and/or the Land, or any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment part thereof as if the Building and shall diligently pursue Land were the same to completion, provided that (i) Landlord receives notice sole asset of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal yearLandlord. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if If at any time during the Term of this Lease the present system methods of ad valorem taxation prevailing at the execution of real property this Lease shall be changed altered so that in lieu of or as a substitute for the whole or any part of the ad valorem tax taxes, assessments, levies, impositions or charges now levied, assessed or imposed on real property, estate or the improvements thereon there shall be levied, assessed on Landlord or imposed (i) a tax, assessment, levy, imposition or charge wholly or partially payable as a capital levy or other tax otherwise on the gross rents received with respect to the Premises, the Building and the Lottherefrom, or all of them, or (ii) a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy levy, imposition or charge (distinct from any now in effect) measured by or basedbased in whole or in part upon the Demised Premises and imposed upon Landlord, or (iii) a license fee or charge measured by the rents payable by Tenant to Landlord, or (iv) a license fee or charge measured by the rent receivable by Landlord for the Demised Premises or any portion thereof and/or the Land or any other building or other improvements constructed on the Land, or (v) a tax, license fee or charge imposed on Landlord which is otherwise measured by or based in whole or in part, upon gross rentsthe Building or any portion thereof and/or the Land or any other building or other improvements constructed on the Land, or (vi) any other tax or levy imposed in lieu of or as a substitute for Taxes which are levied, assessed or imposed as of the date of this Lease, then in any and all of such taxesevent, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), same shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect to included in the aforesaid Substitute computation of Taxes hereunder. A tax bill or copy thereof shall be limited to conclusive evidence of the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenantor installments thereof. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.The term “

Real Estate Taxes. Tenant shall pay directly to the Landlord: (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseenunforeseen (and Tenant's Proportionate Fraction of any such taxes, assessments, levies, fees and charges if they are assessed against the entire Building or Lot), which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; , (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the acquisition, leasing or use of the Premises (and Tenant's Proportionate Fraction of any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and Tenant's Proportionate Fraction of all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. Anything herein to the contrary notwithstanding, if and to the extent that the Lot is not a separately assessed parcel, Landlord shall make a fair and reasonable allocation of any taxes and assessments between the Lot and the remaining parcel of land of which the Lot is a part. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole or any part of the ad valorem tax on real property, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to the Premises, the Building and or the Lot, or all of them, or a federal, statestale, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rentsrests, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall shall, be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.

Real Estate Taxes. Tenant Real Estate Taxes shall pay directly mean all taxes levied or ----------------- assessed by, or becoming payable to the Landlord: (i) all taxes, assessments to the extent due and payable (special municipality or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction governmental authority having jurisdiction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges Property for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, ; provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt Tenant's Proportionate Share of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxesfranchise, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes")corporate, estate, inheritance, succession, inheritance capital levy or transfer taxestax of Landlord, or any income, profits or revenue tax or charge upon the rent payable by Tenant under this Lease; provided, however, that if if, at any time during the Term Term, under the present system of ad valorem taxation of real property shall be changed so that in lieu laws of the whole United States or any part state of political subdivision thereof in which the ad valorem tax on real propertyPremises are situated, there shall be assessed adopted some other method of taxation on Landlord real estate as a capital levy or other tax on the gross rents received with respect to the Premises, the Building and the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, substitute in whole or in partpart for taxes on real estate as now constituted such as tax on the Fixed Rent, upon gross rentsAdditional Rent or the other charges payable by Tenant hereunder by whatever name called is levied, then any and all assessed or imposed against Landlord or the Fixed Rent or Additional Rent or other charges payable hereunder to Landlord, (which substitute tax on the Fixed Rent, Additional Rent, or other charges or other substitute method of such taxes, assessments, levies or charges, taxation are hereinafter collectively referred to the extent so measured or based (as "Substitute Taxes"), Tenant, to the extent that such Substitute Taxes are means of raising revenue from real estate shall pay Tenant's Proportionate Share of Substitute Taxes within thirty (30) days after invoice. In the event that any such Substitute Taxes shall be payable by Tenant; providedbased upon the income of Landlord, however, that (i) then Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises rent reserved hereunder were the only property sole taxable net income of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.

Real Estate Taxes. Tenant shall pay directly to the Landlord: (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction In amplification but not in limitation of the Lotforegoing, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use Tenant covenants and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished agrees to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in pay during the Term, as additional rent, without set-off or deduction, all of the items included within "Real Estate Taxes", as hereinafter defined for each and every such payments fiscal year or portion thereof thereafter during the Term. "Real Estate Taxes" shall be made by Tenant not less than five defined as including the following items: (5a) days prior to the last date on which the same may be paid without real estate taxes, including any late fees, penalties and interest or penalty, provided that Tenant receives any such invoice for late payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and (b) assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penaltiesassessments for public improvements or benefits whether or not commenced or completed during the Term), interest(c) water charges and/or sewer rents, late fees which may be assessed, levied, confirmed or chargesimposed on or in respect of, or be a lien upon, the Land and/or Building thereon of which the demised premises are a part, and attorneys' fees incurred as a result thereof(d) any tax assessment levied, assessed or imposed against such Land and/or Building or the rents or profits therefrom to the extent that the same shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole all or any part portion of the ad valorem tax on real propertyany item hereinabove set forth. If, by virtue of any application or proceeding brought by or in behalf of Landlord, there shall be a reduction of the assessed on Landlord a capital levy valuation of the Land and/or Building containing the demised premises for any fiscal year which affects the Real Estate Taxes, or other tax part thereof, for which additional rent has been paid by Tenant pursuant to this Article, such additional rent payment shall be recomputed on the gross rents received with respect to the Premisesbasis of any such reduction less any expenses, the Building including but not limited to, reasonable attorney's fees and the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rents, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlorddisbursements, and (ii) only that portion fees and disbursements of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any publicexperts, special or betterment assessment received incurred by Landlord concerning in connection with said application or proceeding and Landlord will credit against the Premisesnext accruing installments of rent due under this Lease or promptly reimburse Tenant after the Expiration Date.

Real Estate Taxes. Tenant shall pay directly to the LandlordLandlord in accordance with ----------------- Section 4.3 below Tenant's Share of: (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the LotProperty, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the leasing, operation, possession or use of the Premises or the Building or the LotProperty; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; and (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises Property (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, ; provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 ten (10) days after receipt of Landlord's invoice therefor, Tenant's Share of the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxesfranchise, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes")corporate, estate, successioninheritance, inheritance succession capital levy or transfer taxestax of Landlord, providedor any income, howeverprofits or revenue tax or charge upon the rent payable by Tenant under this Lease (other than any tax referred to in clause (ii) above) unless (a) such tax is imposed, that levied or assessed in substitution for any other tax or assessment which Tenant is required to pay pursuant to this Section 4.2, or (b) if at any time during the Term of this Lease, the present system method of ad valorem taxation of real property shall be changed so such that in lieu of the whole or any part of the ad valorem tax on real property, there shall be levied, assessed or imposed on Landlord a capital levy or other tax directly on the gross rents received with respect to from the Premises, the Building and the Lot, Property and/or any tax or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) assessment measured by or based, in whole or in part, upon gross rents, then any and such rents or measured in whole or in part by income from the Property (if in computing such rents or income there is not allowable as a deduction for the taxable year substantially all of the depreciation or interest deductions allowed for federal income tax purposes for the taxable year), or upon the value of the Property or any present or future improvement or improvements on the Property, in which case Tenant's Share of all such taxes, assessments, levies taxes and assessments or charges, to the extent part thereof so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, provided however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises Property were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall promptly furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.

Real Estate Taxes. Tenant shall pay pay, directly to the Landlordauthority charged with collection thereof: (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the LotPremises, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the LotPremises; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot)Premises; and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). If any tax or assessment levied against the Premises may legally be paid in installments, Tenant may elect to pay such tax or assessment in installments. For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, ; provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 10 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's optionTenant shall, promptly after payment thereof, furnish Landlord proof of payment of all items in this Section 3.2.1 which are payable by Tenant. If Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for deem itself aggrieved by any abatement of, or otherwise contest, any such tax or assessment, and shall elect to contest the payment thereof, Tenant may make such payment under protest or, if postponement of such payment will not jeopardize Landlord's title to the Premises nor prejudice Landlord's rights with respect to abatement proceedings, Tenant may postpone the same provided that it shall secure such payment and the interest and penalties thereon and the costs of the contest of the tax or assessment, or of the proceedings or the suit in which such contest may be had, by causing to be delivered to Landlord cash or other security satisfactory to Landlord, or a bond of a good and solvent surety company, in form and content satisfactory to Landlord. Either party paying any tax or assessment shall file be entitled to recover, receive and retain for its own benefit all abatements and refunds related thereto, unless it has previously been reimbursed by the other party. Any abatement or refund related to a tax or assessment the payment of which was apportioned between the parties shall be first applied to the costs of securing such abatement or otherwise contest such refund, and the balance shall be apportioned in like manner. Notwithstanding any other provision of this Lease to the contrary, neither party paying any tax or assessment and shall diligently pursue make such payment, in such an amount, in such a manner, or at such a time as would prejudice any abatement proceeding unless failure to make such payment would jeopardize either party's interest in the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on Premises in which such abatement or contest may validly case payment shall be made under applicable law, and (ii) the expenses of so that such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal yearinterest is not so jeopardized. Nothing contained in this Lease shall, however, require Tenant to pay any income taxesfranchise, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes")corporate, estate, successioninheritance, inheritance succession capital levy or transfer taxestax of Landlord, providedor any income, howeverprofits or revenue tax or charge upon the rent payable by Tenant under this Lease (other than any tax referred to in clause (ii) above) unless (a) such tax is imposed, that levied or assessed in substitution for any other tax or assessment which Tenant is required to pay pursuant to this Section 3.2.1, or (b) if at any time during the Term of this Lease, the present system method of ad valorem taxation of real property shall be changed so such that in lieu of the whole or any part of the ad valorem tax on real property, there shall be levied, assessed or imposed on Landlord a capital levy or other tax directly on the gross rents received with respect to from the Premises, the Building and the Lot, Premises and/or any tax or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) assessment measured by or based, in whole or in part, upon gross rents, then any and such rents or measured in whole or in part by income from the Premises (if in computing such rents or income there is not allowable as a deduction for the taxable year substantially all of the depreciation or interest deductions allowed for federal income tax purposes for the taxable year), or upon the value of the Premises or any present or future improvement or improvements on the Premises, in which case all such taxes, assessments, levies taxes and assessments or charges, to the extent part thereof so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, provided however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.

Real Estate Taxes. Tenant shall pay directly to the Landlord: (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, (and Tenant's Proportionate Fraction of any such taxes, assessments, levies, fees and charges if they are assessed against the entire Building or Lot) which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (Cc) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and Tenant's Proportionate Fraction of any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and Tenant's Proportionate Fraction of all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant Tenant, together with all of the other tenants in the Building, requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant and all other tenants in the Building at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole or any part of the ad valorem tax on real property, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to the Premises, the Building and or the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rents, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.

Real Estate Taxes. Landlord will request that the Project be assessed by the Town of Framingham as a Separate tax lot. Tenant shall pay as Additional Rent, directly to the Landlord: (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen forseen and unforeseenunforseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the LotProject, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of to the operation, possession or use of the Premises or the Building or the LotPremises; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot)Premises; and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). Betterment assessments and interest thereon shall be apportioned equally over the longest period permitted by law. For purposes hereof, the taxes and assessments imposed against the Premises shall be Tenant's Proportionate Fraction of the taxes imposed against the Land and Building as of the date of assessment for the particular tax year. For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) ten days prior to the last date on which the same may be paid without interest or penalty, ; provided that Tenant receives any Landlord promptly provides to tenant a copy of the notice of the amount of such payment due (which notice shall include a copy of the invoice from the applicable municipal or other government authority); and also provided that for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 ten (10) days after receipt of invoice with a copy of municipal xxxx attached therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments promptly after payment thereof furnish Landlord proof of payment of all items in accordance with this Section 4.2.5 hereof4.2.1 which are payable by Tenant. In Tenant shall have the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise right to contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice Town of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge Framingham's Valuation of the then current fiscal yearProject and Landlord will cooperate generally with Tenant in so doing. Nothing contained in this Lease shall, however, require Tenant to pay any income taxesfranchise, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes")corporate, estate, inheritance, succession, inheritance capital levy or transfer taxestax of Landlord, providedor any income, howeverprofits or revenue tax or charge upon the rent payable by Tenant under this Lease (other than any tax referred to in clause (ii) above) unless (a) such tax is imposed, that levied or assessed in substitution for any other tax or assessment which Tenant is required to pay pursuant to this Section 4.2.1, or (b) if at any time during the Term term of this Lease, the present system method of ad valorem taxation of real property shall be changed so such that in lieu of the whole or any part of the ad valorem tax on real property, there shall be levied, assessed or imposed on Landlord a capital levy or other tax directly on the gross rents received with respect to from the Premises, the Building and the Lot, Premises and/or any tax or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) assessment measured by or based, in whole or in part, upon gross rentssuch rents or measured in whole or in part by income from the Premises, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then any all such taxes and all of such taxes, assessments, levies assessments or charges, to the extent part thereof so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall promptly furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.

Real Estate Taxes. Tenant shall pay directly The term “Real Estate Taxes” means all taxes and special and general assessments that may be assessed, levied, confirmed, imposed or become a lien on any Property (other than on account of any actions or omissions of Landlord, a Third Party Lessor, the Leemilt’s Lessor, the Gettymart Lessor, or the Power Test Lessor or conditions existing on, at or with respect to any such Property before the Landlord: (iapplicable Commencement Date) all by or for the benefit of any Government with respect to any period during the Term, together with any taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar occupancy taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time that may be levied, assessed or payable on account of the leasing or use of the Premises (and imposed by any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that Government in lieu of the whole or any part of the ad valorem tax on real property, there shall be assessed on Landlord as a capital levy or other tax on the gross rents received with respect to the Premises, the Building and the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or basedsubstitute, in whole or in part, upon gross rentsfor any of the foregoing. Notwithstanding the foregoing, then any all such items referred to above which are the obligation of a lessee under a Third Party Lease, the Leemilt’s Lease, the Gettymart Lease, and all of such taxes, assessments, levies or charges, a Power Test Lease (except to the extent so measured or based ("Substitute extent, if any, such item is included as Fixed Rent hereunder) are also “Real Estate Taxes"), shall be payable by Tenant; provided.” The term “Real Estate Taxes” shall, however, not include any of the following, all of which Landlord shall pay before delinquent or payable only with a penalty: (a) any franchise, income, excess profits, estate, inheritance, succession, transfer, gift, corporation, business, capital levy, or profits tax, or license fee (other than a license fee imposed with respect to any Property or the Improvements thereon the maintenance of which is Tenant’s responsibility pursuant to the terms of this Restated Lease) of Landlord, (b) the incremental portion of any of the items listed in this Section that would not have been levied, imposed or assessed but for any sale or other direct or indirect transfer of the Fee Estate or of any interest in Landlord during the Term, (ic) Tenant's obligation any charges that would not have been payable but for any act or omission of Landlord or conditions existing on, at or with respect to any Property before the applicable Commencement Date, (d) any charges that are levied, assessed or imposed against any Property during the Term based on the recapture or reversal of any previous tax abatement or tax subsidy, or compensating for any previous tax deferral or reduced assessment or valuation, or based on a miscalculation or misdetermination of any charge(s) of any kind imposed or assessed with respect to the aforesaid Substitute Taxes shall be limited Premises, relating to any period(s) before the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlordapplicable Commencement Date, and (iie) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish interest, penalties and other charges with respect to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.items “a” through “d.”

Real Estate Taxes. Tenant shall pay directly to the Landlord: ; (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, (and Tenant's Proportionate Fraction of any such taxes, assessments, levies, fees and charges if they are assessed against the entire Building or Lot) which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the acquisition, leasing or use of the Premises (and Tenant's Proportionate Fraction of any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and Tenant's Proportionate Fraction of all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant Tenant, together with all of the other tenants in the Building, requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant and all other tenants in the Building at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole or any part of the ad valorem tax on real property, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to the Premises, the Building and or the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rents, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises.

Real Estate Taxes. Tenant shall pay directly to the Landlordtaxing authority the portion allocable to the Premises of: (i) all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the LotPremises, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lotby Tenant; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or by Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, Term ,all such payments shall be made by Tenant not less later than five (5) days prior to before the last date on which the same may be paid without interest or penalty, provided that Landlord shall forward to Tenant receives a copy of all applicable tax bills promptly after receipt by Landlord thereof and in any such invoice for payment at least thirty (30) event, not less than 20 days before said amount is duethe last date on which the same may be paid without interest or penalty. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 10 days after receipt of invoice therefor, together with a copy of the applicable bill xxxm the taxing authority, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes")taxes, estate, gift, succession, inheritance or transfer taxes, taxes provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole or any part of the ad valorem tax on real property, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to the Premises, the Building Lot and the LotBuilding, or all of themboth, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, based in whole or in part, upon gross rents, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premises. Notwithstanding anything to the contrary contained in this Lease, in the event that Tenant is obligated to pay any portion of any betterment or special assessment, Tenant's payments shall be calculated as if such assessment were amortized on a straight-line basis consistent with generally accepted accounting principles, consistently applied ("GAAP"), such that Tenant shall pay a total amount equal to its share of such assessment multiplied by a fraction, the numerator of which is the number of years remaining in the Term and the denominator of which is the greater of (a) the number of years in the entire Term or (b) the number of years for amortization indicated by GAAP. Tenant shall have the right to prosecute an abatement or otherwise contest any such tax or assessment, but only if Tenant shall first have given Landlord written notice of Tenant's intention to do so and Landlord shall not have advised Tenant, by written notice to Tenant within ten (10) days after Tenant's notice, that Landlord will prosecute such abatement or contest. Tenant shall prosecute any such abatement or contest at its own expense and shall not discontinue the same without giving Landlord a reasonable opportunity to be substituted therein at Landlord's expense. Tenant shall respond to all of Landlord's reasonable inquiries as to the status of any such abatement proceeding or contest, and Tenant shall not settle the same without Landlord's prior written consent, which shall not be unreasonably withheld or delayed. Tenant's expenses of the same shall be deducted from the proceeds of any such abatement or contest. If Landlord shall obtain any abatement, refund or rebate in real estate taxes or assessments theretofore paid by Tenant under this Lease, Landlord shall promptly forward to Tenant the same, less the cost incurred by Landlord in obtaining the same. Nothing in this paragraph shall relieve Tenant of its obligation to make all payments required under this Section 4.2.1 and when required hereunder.

Real Estate Taxes. Tenant (a) As further Rent in addition to the Rent hereinabove mentioned, Lessee shall pay directly to the Landlord: (i) all governmental taxes, assessments to the extent due and payable (special or otherwise)assessments, levies, fees, water and sewer rents and charges, and all other government levies and chargesimpositions, general and special, ordinary and extraordinary, foreseen of every kind and unforeseen, which are, at any time prior to or during the Term hereofnature whatsoever, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or transfer taxes, provided, however, that if at any time during the Term of this Lease, upon or against the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole Building or any part of the ad valorem tax thereof, or upon or against any building or improvement or any part thereof, situated thereon, or upon fixtures and personal property placed in such Building, or on real property, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to about the Premises, the Building and the Lotor upon this Lease, or all of themupon the rent payable under this Lease including the Florida sales tax on rent under Florida Statutes Section 212.031 (or any future statute), or a federalupon Lessor by reason of ownership of the fee underlying this Lease, stateexcept income, countyestate, municipalinheritance, transfer, or change-in-ownership taxes, or any other similar taxes or impositions which may be levied or assessed against Lessor, or its successors in title but only to the extent that such assessments shall be calculated as if Lessor has availed itself of all maximum discounts available for such early payment or otherwise. All of which said taxes, assessments, levies, and other impositions to be paid by Lessee shall be paid by Lessee on or before 30 days after the date upon which the same from time to time become or may become due and payable; provided, however, that in the event such item of taxes, assessments, levies, or other local incomeimpositions would become delinquent within a shorter period of time than 30 days after the date upon which the same become or may become due and payable, franchiseLessee shall pay the same in ample time to prevent any delinquency, excise penalty, sale, forfeiture or similar interest accrual on such item, and to deliver to Lessor at all times promptly, proper and sufficient evidence of the payment and discharge of the same. If Lessee is in good faith contesting the validity of such tax, assessment, levy or charge (distinct from other imposition through appropriate legal or administrative proceedings, Lessee shall not be deemed in default under this Lease by reason of nonpayment of such tax, assessment, levy or other imposition until or unless the validity and legality thereof have been established by the Property Appraisal Adjustment Board of Miami-Dade County or by the final judgment of a court of competent jurisdiction, whichever shall occur first, provided that prior to the institution of any now such proceeding by Lessee, or immediately after the institution of any such proceeding by Lessee, or immediately after the institution thereof by any taxing authority or any one other than Lessee, but within the time specified in effect) measured by or based, in whole or in part, upon gross rents, then any and all this Lease for payment of such taxes, assessments, levies or chargesother impositions, whichever shall first occur, Lessee shall procure upon ten (10) days after written notice from Lessor or as required by the taxing authority and give Lessor a good and sufficient surety bond in an amount adequate and conditioned to indemnify and save harmless Lessor from any loss, cost, damage, or expense resulting or to result from failure of Lessee to pay such tax, assessment, levy or other imposition. The bond shall have as surety thereon a reputable surety company licensed to do business in the extent so measured or based ("Substitute Taxes"), shall be payable by Tenant; provided, however, that (i) Tenant's obligation with respect State of Florida and then holding a certificate of authority from the Xxxxxxxxx xx Xxxxxxxx xxxxx 0 Xxxxxx Xxxxxx Code Annotated Section 6-13 for a net retained risk not to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes bond amount, and shall be payable in a form approved in advance by TenantLessor. Landlord shall furnish In addition to Tenant a copy the foregoing obligations of Lessee, the costs of any notice of any public, special such contest or betterment assessment received proceedings shall be borne exclusively by Landlord concerning the PremisesLessee.

Real Estate Taxes. Tenant shall pay directly to the Landlord within twenty (20) days after Landlord’s notice therefor: (i) Tenant’s Share of all taxes, assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, payable, imposed or levied upon or assessed against (A) the Premises or the Building or a fraction of and the Lot, and all taxes assessed against (BA) any Fixed Rent, Additional Rent or other sum payable hereunder or (CB) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the LotPremises; and (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building or the Lot or the Premises (collectively "“taxes and assessments" ” or if singular "“tax or assessment"”). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments shall be made by Tenant not less than five (5) days prior to the last date on which the same may be paid without interest or penalty, ; provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 10 days after receipt of invoice therefor, Tenant’s Share of the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxesfranchise, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes")corporate, estate, successioninheritance, inheritance succession capital levy or transfer taxestax of Landlord, providedor any income, howeverprofits or revenue tax or charge upon the rent payable by Tenant under this Lease unless (a) such tax is imposed, that levied or assessed in substitution for any other tax or assessment which Tenant is required to pay pursuant to this Section 4.2.l, or (b) if at any time during the Term of this Lease, the present system method of ad valorem taxation of real property shall be changed so such that in lieu of the whole or any part of the ad valorem tax on real property, taxes now payable there shall be levied, assessed or imposed on Landlord a capital levy or other tax directly on the gross rents received with respect to from the Premises, the Building and the Lot, Premises and/or any tax or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) assessment measured by or based, in whole or in part, upon gross rents, then any and such rents or measured in whole or in part by income from the Premises (if in computing such rents or income there is not allowable as a deduction for the taxable year substantially all of the depreciation or interest deductions allowed for federal income tax purposes for the taxable year), or upon the value of the Premises or any present or future improvement or improvements on the Premises, in which case all such taxes, assessments, levies taxes and assessments or charges, to the extent part thereof so measured or based ("“Substitute Taxes"”), shall be payable by Tenant; provided, provided however, that (i) Tenant's ’s obligation with respect to the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises were the only property of Landlord, and (ii) and, in any event, Tenant shall only that portion pay Tenant’s Share of the any such Substitute Taxes in excess of assessed against the Excluded Taxes Building and the Lot. In no event shall Tenant be payable by Tenant. Landlord shall furnish required to make any payment under this Section 4.2.1 which duplicates any other payment which Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the Premisesis making under this Lease.

Real Estate Taxes. Subject to Section 4.2.6, Tenant shall pay directly to the LandlordLandlord Tenant's Proportionate Fraction of: (i) all ad valorem real estate taxes, betterment assessments to the extent due and payable (special or otherwise), levies, fees, water and sewer rents and charges, and all other similar government levies and charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against (A) the Building in which the Premises or the Building or are a fraction of the Lot, (B) any Fixed Rent, Additional Rent or other sum payable hereunder or (C) this Lease, or the leasehold estate hereby created, or which arise in respect of the operation, possession or use of the Premises or the Building or the Lot; (ii) all gross receipts or similar taxes imposed or levied upon, assessed against or measured by any Fixed Rent, Additional Rent or other sum payable hereunder; (iii) all sales, value added, use and similar taxes at any time levied, assessed or payable on account of the leasing or use of the Premises (and any such taxes if they are levied, assessed or payable on account of the acquisition, leasing or use of the entire Building or Tenant's Proportionate Share of Lot); and (iv) all charges for utilities furnished to the Premises (and all charges for utilities furnished to the entire Building or Tenant's Proportionate Share of the Lot) which may become a lien on the Building part or the Lot or and allocable to the Premises Term hereof (collectively "taxes and assessments" or if singular "tax or assessment"). For each tax or assessment period, or installment period thereof, wholly included in the Term, all such payments (prorated if the Term includes any portion of such tax and assessment period, or installment period thereof) shall be made by Tenant not less later than the later of (i) thirty (30) days after invoice from Landlord to Tenant accompanied by the relevant substantiation or (ii) five (5) days prior to the last date on which the same may be paid without interest or penalty, provided that Tenant receives any such invoice for payment at least thirty (30) days before said amount is due. For any fraction of a tax or assessment period, or installment period thereof, included in the Term at the beginning or end thereof, Tenant shall pay to Landlord, within 20 days after receipt of invoice therefor, the fraction of taxes and assessments so levied or assessed or becoming payable which is allocable to such included period. At Landlord's option, Tenant shall pay taxes and assessments in accordance with Section 4.2.5 hereof. In the event that Tenant Tenant, requests that Landlord apply for any abatement of, or otherwise contest, any tax or assessment, Landlord shall file such abatement or otherwise contest such tax or assessment and shall diligently pursue the same to completion, provided that (i) Landlord receives notice of such request from Tenant at least 30 days prior to the last day on which such abatement or contest may validly be made under applicable law, and (ii) the reasonable substantiated expenses of such proceedings, including, without limitation, any penalties, interest, late fees or charges, and attorneys' fees incurred as a result thereof, shall be included in the Annual Maintenance Charge of the then current fiscal year. Nothing contained in this Lease shall, however, require Tenant to pay any income taxes, excess profits taxes, excise taxes, franchise taxes ("Excluded Taxes"), estate, succession, inheritance or similar transfer taxes, provided, however, that if at any time during the Term the present system of ad valorem taxation of real property shall be changed so that in lieu of the whole or any part of the ad valorem tax on real property, there shall be assessed on Landlord a capital levy or other tax on the gross rents received with respect to the Premises, the Building and or the Lot, or all of them, or a federal, state, county, municipal, or other local income, franchise, excise or similar tax, assessment, levy or charge (distinct from any now in effect) measured by or based, in whole or in part, upon gross rents, then any and all of such taxes, assessments, levies or charges, to the extent so measured or based ("Substitute Taxes"), shall be constitute real estate taxes payable by Tenantunder the Section 4.2.1; provided, however, that (i) Tenant's obligation with respect to the inclusion of the aforesaid Substitute Taxes shall be limited to the amount thereof as computed at the rates that would be payable if the Premises Building and Lot were the only property of Landlord, and (ii) only that portion of the Substitute Taxes in excess of the Excluded Taxes shall be payable by Tenant. Landlord shall furnish to Tenant a copy of any notice of any public, special or betterment assessment received by Landlord concerning the PremisesBuilding or Lot.