Common use of Real Property Taxes Clause in Contracts

Real Property Taxes. Tenant agrees to pay its pro rata share of all general and special real property taxes and assessments and governmental levies and charges of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including the cost to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out of the Entire Premises (collectively “Real Property Taxes”), which may be levied or assessed by any lawful authority against the Entire Premises applicable to the period from the commencement of the Term until the expiration or sooner termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes), then, at Landlord’s option, Tenant shall pay Tenant’s pro rata share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel in which the Premises are located. All Real Property Taxes for the tax year in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments for a period of time occurring prior to the time the Term commences or subsequent to the Term. The amount to be paid pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand or offset as estimated by Landlord based on the most recent tax bills and estimates or reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commences. If at any time during the Term, a tax, fee or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunder, the square footage of the Premises, the act of entering into this Lease or the occupancy of Tenant or any other tax however described or any tax based on or measured by expenditures made by Tenant on behalf of Landlord, including the so-called value added tax, such tax, fee or excise shall be considered “Real Property Taxes” for purposes of this Section 8.01, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten (10) days after Tenant’s receipt of the tax bxxx therefor from Landlord.

Real Property Taxes. Tenant agrees to pay its pro rata share of all general and special All real property taxes and assessments personal property ad valorem and governmental levies and charges of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements theretoother similar Taxes, including the cost to Landlord payments in-lieu-of any appeals property Taxes, assessed or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out of the Entire Premises (collectively “Real Property Taxes”), which may be levied or assessed by any lawful authority against the Entire Premises applicable with respect to the Assets for a taxable period from which includes (but does not end on) the commencement of the Term until the expiration or sooner termination of this Lease. Tenant’s pro rata share Closing Date shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied prorated between Buyers and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes), then, at Landlord’s option, Tenant shall pay Tenant’s pro rata share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel in which the Premises are located. All Real Property Taxes for the tax year in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments for a period of time occurring prior to the time the Term commences or subsequent to the Term. The amount to be paid pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand or offset as estimated by Landlord Sellers based on the most recent tax bills number of days of such taxable period before the Closing Date (the “Pre-Closing Tax Period”) and estimates or reappraised values the number of days in such taxable period on and after the Closing Date (if reappraisal the “Post-Closing Tax Period”). Sellers shall be liable for the proportionate amount of such prorated Taxes that is attributable to occur)the Pre-Closing Tax Period, commencing with and Buyers shall be liable for the month (or partial month on a proportionate amount of such prorated basis if such be Taxes that is attributable to the case) that the Term commencesPost-Closing Tax Period. If at any time during the Term, a tax, fee or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunderAt Closing, the square footage of the Premises, the act of entering into this Lease or the occupancy of Tenant or any other tax however described or any tax based on or measured by expenditures made by Tenant on behalf of Landlord, including the so-called value added tax, such tax, fee or excise Purchase Price shall be considered “Real Property Taxes” for purposes (i) increased by the amount, if any, of this Section 8.01any such Taxes prepaid by Sellers with respect to a Post-Closing Tax Period, or (ii) decreased by the amount, if any, of any such Taxes relating to a Pre-Closing Tax Period which Buyers will be obligated to pay after Closing. Buyers and Sellers shall be payable cooperate in full good faith to agree upon the amount of any such Purchase Price adjustments by Tenant. At Landlord’s option, such taxes, fees or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within not later than ten (10) days prior to the Closing Date. Buyers shall file all required reports and returns incidental to such Taxes that become due and payable after TenantClosing and shall pay such Taxes on or before the due date therefor. To the extent that the amount of any such Taxes paid by Buyers with respect to any Pre-Closing Tax Period exceeds the Purchase Price adjustment therefor, Sellers shall reimburse Buyers for the difference within thirty (30) days of Seller’s receipt of Buyers’ invoice therefor, accompanied by reasonable supporting documentation (including copies of relevant Tax bills); provided, however, under no circumstances shall Sellers be required to pay (i) any amount greater than the tax bxxx therefor prorated amount they would have had to pay in respect of the Pre-Closing Tax Period had they not conveyed the Assets to Buyers, or (ii) any penalties or interest resulting from Landlordthe acts or omissions of Buyers or any of their agents or representatives. Sellers and Buyers shall reasonably cooperate with each other after Closing with respect to any property Tax assessment or valuation (or protest in connection therewith) by any Governmental Authority with respect to the Tax periods in which the Closing Date occurs. If either party receives a refund of any property Taxes paid by the other, the party receiving such refund, whether received in cash, or as a credit against another state and/or local Tax, shall, within thirty (30) days after the receipt of such refund, remit it to the party who paid.

Real Property Taxes. Tenant agrees Notwithstanding anything to pay its pro rata share the contrary in this Agreement, the Parties acknowledge that certain of all general and special the Seller Parties have appealed certain real property taxes and assessments and governmental levies and charges of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseenTaxes attributable to the Properties. Such Seller Parties shall be responsible for, and substitutes therefor or supplements thereto, including shall receive the cost benefit of (less any portion thereof to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as which a separate tax-paying entity without regard to Landlord’s income source as arising from or out of the Entire Premises (collectively “Real Property Taxes”Tenant may be entitled), which may be levied any additional real property Taxes and any Tax rebates or assessed by any lawful authority against the Entire Premises applicable refunds attributable to periods prior to the period from the commencement of the Term until the expiration or sooner termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied Closing Date and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes), then, at Landlord’s option, Tenant shall pay Tenant’s pro rata share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel in which the Premises are located. All Real Property Taxes for the tax year in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so appeals; provided that Tenant such Seller Parties shall not be responsible for taxes and assessments for a period of time occurring prior (or receive the benefit of) any such Taxes (or rebates or refunds) to the time extent the Term commences Unadjusted Purchase Price was adjusted downward (or subsequent upward) pursuant to Article I determined after taking into consideration all adjustments provided for therein, on account of such Taxes (or rebates or refunds). If such Seller Parties are entitled to the Term. The amount to be paid benefit of any rebate or refund pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand preceding sentence, then upon receipt by or offset as estimated by Landlord based on the most recent tax bills and estimates or reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commences. If at any time during the Term, a tax, fee or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunder, the square footage of the Premises, the act of entering into this Lease or the occupancy of Tenant or any other tax however described or any tax based on or measured by expenditures made by Tenant on behalf of LandlordPurchaser or its Affiliates of any such rebate or refund, including the so-called value added tax, such tax, fee or excise Purchaser shall be considered “Real Property Taxes” for purposes of this Section 8.01, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten (10) days after Tenant’s receipt days’ pay to such Seller Parties an amount equal to the portion of such rebate or refund to which such Seller Parties are so entitled (less any portion thereof to which a Tenant may be entitled). A Seller Party, at its expense, shall have the right, but not the obligation, to, as applicable, initiate, control, and continue (but not settle or compromise, except as expressly provided below) any such appeal or related proceedings which are pending as of the tax bxxx therefor from Landlorddate of this Agreement, including the employment of counsel reasonably satisfactory to Purchaser, and shall promptly provide to Purchaser all material information relating to such appeals or proceedings as and when such information becomes known to a Seller Party, together with such other information as Purchaser may reasonably request; provided, however, if a Seller Party elects not to control any such appeal or related proceeding, then such Seller Party shall give prompt written notice to Purchaser of such election, and, thereafter, Purchaser shall have the right, but not the obligation, to control such appeal or related proceeding and the settlement or compromise thereof. A Seller Party may not settle or compromise any such appeal or related proceeding without Purchaser’s prior written consent, which consent shall not unreasonably be withheld.

Real Property Taxes. Tenant agrees to 10.1. PAYMENT OF LESSEE’S PROPORTIONATE SHARE OF TAXES. Lessor shall pay its pro rata share of all general and special real property taxes applicable to the Premises; provided, however, that Lessee shall pay, as additional rent and assessments and governmental levies and in addition to all other charges due hereunder, Lessee’s proportionate share (as defined in Section 12) of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including real property taxes applicable to the cost to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out of Project (the Entire Premises (collectively “Real Property TaxesTax Amount”), which may be levied or assessed by any lawful authority against the Entire Premises applicable to the period from the commencement . Lessee shall pay Lessor in advance its monthly estimated proportionate share of the Term until the expiration or sooner termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied and assessed against the Entire Premises by means of a single tax bxxx (i.e.Tax Amount, if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes)together with all applicable rental taxes due thereon, then, at Landlord’s option, Tenant shall pay Tenant’s pro rata share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel in which the Premises are located. All Real Property Taxes for the tax year in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments for a period of time occurring prior to the time the Term commences or subsequent to the Term. The amount to be paid pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand or offset as estimated by Landlord based on the most recent tax bills and estimates or reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commences. If at any time during the Term, a tax, fee or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunder, the square footage of the Premises, the act of entering into this Lease or the occupancy of Tenant or any other tax however described or any tax based on or measured by expenditures made by Tenant on behalf of Landlord, including the so-called value added tax, such tax, fee or excise shall be considered “Real Property Taxes” for purposes of this Section 8.01, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten (10) days after Tenantreceipt of an invoice from Lessor setting forth Lessor’s estimate of such amount. Within ninety (90) days following the end of each calendar year during the Term or as soon thereafter as is reasonably possible, Lessor shall furnish Lessee with a statement of all real property taxes relating to the Project for the previous calendar year indicating the computation of Lessee’s proportionate share of the Real Property Tax Amount for such calendar year and the payments made by Lessee during such calendar year. If Lessee’s aggregate estimated monthly payments actually paid to Lessor for the calendar year are greater than Lessee’s proportionate share of the Real Property Tax Amount for such calendar year, Lessor shall promptly pay the excess to Lessee or shall apply the excess to any past due amounts owing from Lessee to Lessor; if the payments made are less than Lessee’s proportionate share, Lessee shall pay the difference to Lessor within ten (10) days of its receipt of such statement. If the Term does not commence or expire concurrently with the commencement or expiration of the tax bxxx therefor from Landlordyear, Lessee’s liability for real property taxes for the such partial year shall be prorated on an annual basis.

Real Property Taxes. Tenant agrees to pay its pro rata share of all general and special real property taxes and assessments and governmental levies and charges of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including the cost to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out of the Entire Premises (collectively “Real Property Taxes”), which may be levied or assessed by any lawful authority against the Entire Premises applicable to the period from the commencement of the Term until the expiration or sooner termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are arc not levied and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes), then, at Landlord’s option, Tenant shall pay Tenant’s pro rata share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel in which the Premises are located. All Real Property Taxes for the tax year in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments for a period of time occurring prior to the time the Term commences or subsequent to the Term. The amount to be paid pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand or offset as estimated by Landlord based on the most recent tax bills and estimates or reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commences. If at any time during the Term, a tax, fee or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunder, the square footage of the Premises, the act of entering into this Lease or the occupancy of Tenant or any other tax however described or any tax based on or measured by expenditures made by Tenant on behalf of Landlord, including the so-called value added tax, such tax, fee or excise shall be considered “Real Property Taxes” for purposes of this Section 8.01, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten (10) days after Tenant’s receipt of the tax bxxx therefor from Landlord.

Real Property Taxes. Tenant agrees to pay its pro rata share of all general As Additional Rent and special real property taxes and assessments and governmental levies and charges of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including the cost to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out of the Entire Premises (collectively “Real Property Taxes”), which may be levied or assessed by any lawful authority against the Entire Premises applicable to the period from the commencement of the Term until the expiration or sooner termination in accordance with Paragraph 4E of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes), then, at Landlord’s option, Tenant shall pay Tenant’s pro rata share of to Landlord, or if Landlord so directs, directly to the applicable tax collector ("Tax Collector"), all Real Property Taxes relating to the Premises accruing with respect to the Premises commencing on the Lease Commencement Date and throughout the Lease Term, including any Extended Term. In the event the Premises leased hereunder consist of only a portion of the entire tax parcel, Tenant shall pay to Landlord as they become due, pursuant to statements submitted to Tenant by Landlord, Tenant's proportionate share of such Real Property Taxes allocated to the Premises by square footage or other reasonable basis as calculated and determined by Landlord. If the tax billing pertains 100% to the Premises, and Landlord chooses to have Tenant pay said Real Property Taxes directly to the Tax Collector, then in such event it shall be the responsibility of Tenant to obtain the bills and pay, prior to delinquency, the applicable Real Property Taxes pertaining to the Premises, and failure to receive a bill for taxes and/or assessments shall not provide a baxxx for cancellation of or non-responsibility for payment of penalties for nonpayment or late payment by Tenant. The term "Real Property Taxes", as used herein, shall mean (i) all taxes, assessments, levies and other charges of any kind or nature whatsoever, general and special, foreseen and unforeseen (including all installments of principal and interest required to pay any general or special assessments for public improvements and any increases resulting from reassessments caused by any change in ownership of the Complex) now or hereafter imposed by any governmental or quasi-governmental authority or special district having the direct or indirect power to tax or levy assessments, which may be are levied or assessed by against, or with respect to the value, occupancy or use of, all or any lawful authority against the land and improvements portion of the separate tax parcel on which Complex (as now constructed or as may at any time hereafter be constructed, altered, or otherwise changed) or Landlord's interest therein; any improvements located within the Building containing Complex (regardless of ownership); the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area fixtures, equipment and other property of the Premises as it relates to the total leasable floor area Landlord, real or personal, that are an integral part of the Building or buildings situated and located in the separate parcel Complex; or parking areas, public utilities, or energy within the Complex; (ii) all area wide taxes, charges, levies or fees imposed by reason of environmental regulation or other governmental control, including, but not limited to, any taxes, charges, levies or fees related to on-site originated Hazardous Materials contamination caused or contributed to by Tenant's Hazardous Materials Activities; and (iii) all costs and fees (including reasonable attorneys' fees) incurred by Landlord in which the Premises are located. All reasonably contesting any Real Property Taxes for the tax year Tax and in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments for a period of time occurring prior negotiating with public authorities as to the time the Term commences or subsequent to the Term. The amount to be paid pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand or offset as estimated by Landlord based on the most recent tax bills and estimates or reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commencesany Real Property Tax. If at any time during the Term, a tax, fee Lease Term the taxation or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunder, the square footage assessment of the PremisesComplex prevailing as of the Lease Commencement Date shall be altered so that in lieu of or in addition to any Real Property Tax described above there shall be levied, assessed or imposed (whether by reason of a change in the act method of entering into this Lease taxation or the occupancy assessment, creation of Tenant a new tax or charge, or any other cause) an alternate or additional tax however described or any tax based charge (i) on the value, use or occupancy of the Complex or Landlord's interest therein or (ii) on or measured by expenditures made by Tenant the gross receipts, income or rentals from the Complex, on behalf Landlord's business of Landlordleasing the Complex, including or computed in any manner with respect to the so-called value added taxoperation of the Complex, then any such taxtax or charge, fee or excise however designated, shall be considered “included within the meaning of the term "Real Property Taxes” " for purposes of this Section 8.01Lease. If any Real Property Tax is based upon property or rents unrelated to the Complex, then only that part of such Real Property Tax that is fairly allocable to the Complex shall be included within the meaning of the term "Real Property Taxes." Notwithstanding the foregoing, the term "Real Property Taxes" shall not include estate, inheritance, gift or franchise taxes of Landlord or the federal or state net income tax imposed on Landlord's income from all sources or penalties incurred as a result of Landlord's negligence, inability or unwillingness to make payments of, and/or to file any tax or informational returns with respect to any Real Property Taxes when due. Notwithstanding anything within this Paragraph 12, it is agreed that if any special assessments for capital improvements are assessed, and if Landlord has the option to either pay the entire assessment in cash or go to bond, and if Landlord elects to pay the entire assessment in cash in lieu of going to bond, the entire portion of the assessment assigned to Tenant's Premises will be prorated over the same period that the assessment would have been prorated had the assessment gone to bond. It is additionally agreed that Tenant shall be have the right, at Tenant's sole cost and expense, to contest with any taxing authority or appellate body the imposition or amount of any Real Property Tax, but any such contest shall not excuse Tenant from any of its obligations hereunder as to paying any such Real Property Tax when payable in full by Tenanthereunder. At Landlord’s option, such taxes, fees or excises shall be payable monthly in advance on an estimated basis as provided Notwithstanding anything to the contrary in this Section 8.01 Lease, in the event prior to the Lease Commencement Date there is an interim or shall be payable within ten (10) days after Tenant’s receipt supplemental reassessment of the tax bxxx therefor from LandlordPremises based upon the added value of the Shell Improvements or Interior Improvements leased hereunder, then Tenant shall pay no later than five days prior to its delinquency date, any and all such interim or supplemental taxes (but no penalties or interest in connection therewith provided Tenant has prior thereto paid the applicable Real Property Taxes when required by the terms of this Lease) that have been levied against the Premises and are attributable to the added value of the Shell Improvements and Interior Improvements (as defined in the Construction Agreement) during the period prior to said Lease Commencement Date.

Real Property Taxes. As Additional Rent and in accordance with Paragraph 4.D of this Lease, Tenant shall pay to Landlord (or if Landlord so directs, directly to the Tax Collector prior to the delinquency date) all Real Property Taxes relating to the Premises accruing with respect to the Premises during the Term of this Lease and the Extended Term (if any). The term “Real Property Taxes” shall also include supplemental taxes related to the period of Tenant’s Term whenever levied, including any such taxes that may be levied after the Term as expired. In the event the Premises leased hereunder consist of only a portion of the entire tax parcel, Tenant shall pay to Landlord, monthly in advance or as they become due, pursuant to statements submitted to Tenant by Landlord, Tenant’s Proportionate Share of such real estate taxes allocated to the Premises by square footage or other reasonable basis as calculated and determined by Landlord. If the tax billing pertains 100% to the Premises, and Landlord chooses to have Tenant pay said real estate taxes directly to the Tax Collector, then in such event Landlord agrees to pay its pro rata share of all general obtain and special forward to Tenant the relevant tax and assessments bills and Tenant shall pay, prior to delinquency, the applicable real property taxes and assessments and governmental levies and charges of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including pertaining to the cost to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out of the Entire Premises (collectively Premises. The term “Real Property Taxes”), as used herein, shall mean (i) all taxes, assessments, levies and other charges of any kind or nature whatsoever, general and special, foreseen and unforeseen (including all installments of principal and interest required to pay any general or special assessments for public improvements and any increases resulting from reassessments caused by any change in ownership of the Premises) now or hereafter imposed by any governmental or quasi-governmental authority or special district having the direct or indirect power to tax or levy assessments, which may be are levied or assessed by any lawful authority against the Entire Premises applicable against, or with respect to the period from the commencement of the Term until the expiration value, occupancy or sooner termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area use of, all or any portion of the Premises (as it relates to the total leasable floor area of the Building now constructed or buildings as may at any time hereafter be constructed, altered, or otherwise changed) or Landlord’s interest therein; any improvements located within the Entire Premises (including regardless of ownership); the fixtures, equipment and other property of Landlord, real or personal, that are an integral part of and located in the Premises). Notwithstanding ; or parking areas, public utilities, or energy within the foregoing provisionsPremises; (ii) all charges, if levies or fees imposed by reason of environmental regulation or other governmental control of the Premises, provided that such charges, levies or fees are not imposed as a penalty for the specific acts of any third party not related to Tenant; and (iii) all costs and fees (including reasonable attorneys’ fees) incurred by Landlord in reasonably contesting any Real Property Taxes are not levied Tax and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the in negotiating with public authorities as to any Real Property Taxes), then, at Landlord’s option, Tenant shall pay Tenant’s pro rata share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel in which the Premises are located. All Real Property Taxes for the tax year in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments for a period of time occurring prior to the time the Term commences or subsequent to the Term. The amount to be paid pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand or offset as estimated by Landlord based on the most recent tax bills and estimates or reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commencesTax. If at any time during the Term, a tax, fee Term of this Lease the taxation or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunder, the square footage assessment of the Premises, Premises prevailing as of the act Commencement Date of entering into this Lease shall be altered so that in lieu of or in addition to any Real Property Tax described above there shall be levied, assessed or imposed (whether by reason of a change in the occupancy method of Tenant taxation or assessment, creation of a new tax or charge, or any other cause) an alternate or additional tax however described or any tax based charge (i) on the value, use or measured by expenditures made by Tenant on behalf occupancy of Landlord, including the so-called value added tax, such tax, fee Premises or excise shall be considered “Real Property Taxes” for purposes of this Section 8.01, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees interest therein or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten (10) days after Tenant’s receipt of the tax bxxx therefor from Landlord.Initial: DWD/JA

Real Property Taxes. Tenant agrees to pay its pro rata share the Building's Share of all general and special real property taxes and taxes, assessments and governmental levies and charges of any and every kind(including, nature and sort whatsoeverwithout limitation, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including the cost to Landlord of any appeals or contests of any change in ownership taxes or assessments), except liens, bond obligations, license fees or taxes and any inheritancesimilar impositions in-lieu of other impositions now or previously within the definition of real property taxes or assessments and any and all assessments under any covenants, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out of conditions and restrictions affecting the Entire Premises Project (collectively “Real Property Taxes”), "REAL PROPERTY TAXES") which may be now or hereafter levied or assessed by any lawful authority against the Entire Premises Project applicable to the period from the commencement of the Term Early Occupancy Date, until the expiration or sooner termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied and assessed against the Entire Premises entire Project by means of a single tax bxxx xxxx (i.e., if the Entire Premises Project is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes), then, at Landlord’s 's option, Tenant shall pay Tenant’s 's pro rata share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is are located. Tenant’s 's pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of all of the Building or buildings (including the Premises) situated in the separate tax parcel in which the Premises are is located. Notwithstanding anything in this Section 10.1 to the contrary, "Real Property Taxes" shall not include Landlord's federal or state income, franchise, inheritance or estate taxes. Upon Tenant's request, Landlord shall, at Tenant's sole cost and expense, contest the amount of Real Property Taxes for the Project, which contest shall be undertaken in a manner to be reasonably determined by Landlord. All Real Property Taxes for the tax year in which the Term commences Early Occupancy Date occurs and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments any Real Property Taxes for a period of time occurring prior to the time the Term commences Early Occupancy Date or subsequent to the Termexpiration of the Lease term. The amount to be paid pursuant to the provisions of this Section 8.01 10.1 shall be paid monthly in advance without demand or offset as part of Tenant's Monthly Operating Expense Charge as estimated by Landlord based on the most recent tax bills and estimates or of reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commencesCommencement Date occurs. The initial estimated monthly charge for the Building's Share of Real Property Taxes is included in the Monthly Operating Expense Charge as provided in Section 4. Notwithstanding anything in this Lease to the contrary, Tenant shall be solely responsible for, and shall pay directly to Landlord (in addition to Tenant's Monthly Operating Expense Charge pertaining to Real Property Taxes), any increase in Real Property Taxes on account of any improvements made to the Premises by Tenant including, but not limited to, the Tenant Improvements. If at any time during the TermTerm under the laws of the United States, or the state, county, municipality, or any political subdivision thereof in which the Premises is located, a tax, fee tax or excise on rent or any other tax however described is levied or assessed by any such political body against Landlord on account of rent payable to Landlord hereunder, the square footage of the Premises, the act of entering into this Lease or the occupancy of Tenant or any other tax however described hereunder or any tax based on or measured by expenditures made by Tenant on behalf of Landlord, including the so-called value added tax, such tax, fee tax or excise shall be considered “"Real Property Taxes” " for purposes of this Section 8.0110.1, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees Such taxes or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten thirty (1030) days after Tenant’s 's receipt of the tax bxxx xxxx therefor from Landlord.

Real Property Taxes. Except to the extent any such impositions are excluded from Lease Expenses under Section 8.1 above, Tenant agrees to pay its pro rata share of shall pay, at least ten days before delinquency, all general and special real property taxes or real estate taxes, assessments, and assessments and governmental levies and charges of any and every kindother impositions, nature and sort whatsoeverwhether general, ordinary and special, ordinary, or extraordinary, foreseen and unforeseen, of every kind and substitutes therefor or supplements thereto, including the cost to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out of the Entire Premises (collectively “Real Property Taxes”)nature, which may be levied separately levied, assessed, imposed upon or assessed with respect to the Premises to the extent attributable to the Term. On demand by any lawful authority against Landlord, Tenant shall furnish Landlord with satisfactory evidence of such payments. Landlord may, at its election, pay such taxes, assessments, license fees, and/or other charges and Landlord shall receive immediate reimbursement of that portion of the Entire Premises amounts so paid that are applicable to the period from the commencement Term, regardless of the Term until validity of the levy. To the extent Tenant pays any such taxes, assessments, license fees and/or other charges, which are attributable to any period after the expiration or sooner earlier termination of this Lease, Landlord shall, within thirty (30) days following such expiration or earlier termination and Tenant's written demand therefor, the pro-rata portion of such payment attributable to such period. Tenant’s pro rata share shall If, by applicable law, any taxes or assessments may be apportioned according to paid in installments at the floor area option of the Premises as it relates taxpayer, then whether or not Landlord elects to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes), then, at Landlord’s option, Tenant shall pay Tenant’s pro rata share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel in which the Premises are located. All Real Property Taxes for the tax year in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments in installments, Tenant's liability for a period such taxes an assessments shall be computed as if such election had been made, and only the installments thereof and any interest or fee payable thereon which would have become due during the Lease Term shall be included in Lease Expenses. Tenant shall have the right, by appropriate proceedings, to protest or contest with the appropriate governmental agency any assessment, reassessment or allocation of time occurring prior real property taxes or other taxes payable by Tenant hereunder, in whole or in part; provided that Tenant provides such financial assurances as Landlord may reasonably require in order to bond over or provide for such taxes and no jeopardy or threat to the time Landlord's interest in the Term commences or subsequent to the Term. The amount to be paid pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand or offset as estimated by Landlord based on the most recent tax bills and estimates or reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commences. If at any time during the Term, a tax, fee or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunder, the square footage of the Premises, the act of entering into this Lease or the occupancy of Tenant Premises or any other tax however described or portion thereof exists as a result. Tenant may act in its own name and Landlord shall, at Tenant's request and expense, reasonably cooperate with Tenant in connection with such contest. Tenant may utilize any tax based on or measured by expenditures made by Tenant on behalf of Landlordlegal procedure for payment under protest, including the so-called value added tax, such tax, fee or excise shall be considered “Real Property Taxes” for purposes of this Section 8.01if available, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten (10) days after Tenant’s receipt of the tax bxxx therefor from Landlord.may xxx to recover

Real Property Taxes. During the Term (including any Extended Terms), Tenant agrees will pay or cause to pay be paid, prior to delinquency, its pro rata allocated share (as set forth in this Section 7.1) of all general and special real property taxes and assessments and governmental levies and charges of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including the cost to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out of the Entire Premises (collectively “Real Property Taxes”), which may be "TAXES") levied or assessed by any lawful authority against the Entire Premises applicable to Premises, the period from Building and all improvements on the Premises. Taxes will be prorated between the parties for any partial year at the commencement of the Term until the and expiration or sooner other termination of this Lease. The Premises are (or will be placed into) a separate tax lot, and Tenant will pay the taxes attributable to such tax lot as its allocated share. If the Premises at any time is not a separate tax lot, then Tenant will be responsible for paying to its allocated share of Taxes levied or assessed against the tax lot that includes the Premises, based on the assessed values of land and improvements shown in the tax statement for the tax lot that includes the Premises. Tenant’s pro rata 's allocated share shall be apportioned according of Taxes pertaining to the floor land will be based on the area of the Premises as it relates compared to the total leasable floor entire area of covered by the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisionstax statement, if the Real Property Taxes are not levied and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes), then, at Landlord’s option, Tenant shall pay Tenant’s pro rata 's allocated share of all Real Property Taxes which may pertaining to improvements will be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel in which the Premises are located. All Real Property Taxes for the tax year in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments for a period of time occurring prior to the time the Term commences or subsequent to the Term. The amount to be paid pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand or offset as estimated by Landlord based on the most recent assessed value of Tenant's improvements on the Premises compared to the assessed value of all improvements covered by the tax bills and estimates or reappraised values statement. Tenant will pay its allocated share of Taxes within thirty (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commences. If at any time during the Term, a tax, fee or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunder, the square footage of the Premises, the act of entering into this Lease or the occupancy of Tenant or any other tax however described or any tax based on or measured by expenditures made by Tenant on behalf of Landlord, including the so-called value added tax, such tax, fee or excise shall be considered “Real Property Taxes” for purposes of this Section 8.01, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten (1030) days after the date such Taxes are due to the taxing authority so long as Tenant has received Landlord's notice of the amount due from Tenant’s receipt , including a copy of the tax bxxx therefor statement and a written summary of how Tenant's allocated share was computed. If assessed values for land and/or improvements are not available from Landlordthe county assessor's office, then Tenant's allocated share of Taxes will be determined in the same manner as Tenant's Proportionate Share pursuant to Section 6.4.

Real Property Taxes. Tenant agrees Notwithstanding anything to pay its pro rata share the contrary in this Agreement, the Parties acknowledge that certain of all general and special the Seller Parties have appealed certain real property taxes and assessments and governmental levies and charges of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseenTaxes attributable to the Transferred Properties. Such Seller Parties shall be responsible for, and substitutes therefor or supplements thereto, including shall receive the cost benefit of (less any portion thereof to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as which a separate tax-paying entity without regard to Landlord’s income source as arising from or out of the Entire Premises (collectively “Real Property Taxes”Tenant may be entitled), which may be levied any additional real property Taxes and any Tax rebates or assessed by any lawful authority against the Entire Premises applicable refunds attributable to the period from the commencement of the Term until the expiration or sooner termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied Pre-Closing Tax Periods and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes), then, at Landlord’s option, Tenant shall pay Tenant’s pro rata share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel in which the Premises are located. All Real Property Taxes for the tax year in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so appeals; provided that Tenant such Seller Parties shall not be responsible for taxes and assessments for a period of time occurring prior (or receive the benefit of) any such Taxes (or rebates or refunds) to the time extent the Term commences Unadjusted Purchase Price was adjusted downward (or subsequent upward) pursuant to Article I determined after taking into consideration all adjustments provided for therein, on account of such Taxes (or rebates or refunds). If such Seller Parties are entitled to the Term. The amount to be paid benefit of any rebate or refund pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand or offset as estimated by Landlord based on the most recent tax bills and estimates or reappraised values (if reappraisal is to occur)preceding sentence, commencing with the month (or partial month on a prorated basis if such be the case) that the Term commences. If at any time during the Term, a tax, fee or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunder, the square footage of the Premises, the act of entering into this Lease or the occupancy of Tenant or any other tax however described or any tax based on or measured by expenditures made by Tenant on behalf of Landlord, including the so-called value added tax, such tax, fee or excise shall be considered “Real Property Taxes” for purposes of this Section 8.01, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable then within ten (10) days after Tenant’s of receipt by or on -- \\DC - 088650/000238 - 6521921 v16 behalf of any Purchaser Party or Affiliate thereof of any such rebate or refund, the Purchaser Parties shall pay to the Seller Parties an amount equal to the portion of such rebate or refund to which the Seller Parties are so entitled (less any portion thereof to which a Tenant may be entitled) and net of any Tax cost imposed on any Purchaser Party as a result of receiving such refund or rebate. A Seller Party, at its expense, shall have the right, but not the obligation, to control and continue (but not settle or compromise, except as expressly provided below) any such appeal or related proceedings which are pending as of the tax bxxx therefor from Landlorddate of this Agreement, including the employment of counsel, and shall promptly provide to the applicable Purchaser Parties all material information relating to such appeals or proceedings as and when such information becomes known to a Seller Party, together with such other information as the applicable Purchaser Parties may reasonably request; provided, however, if a Seller Party elects not to control any such appeal or related proceeding, then such Seller Party shall give prompt written notice to the applicable Purchaser Parties of such election, and, thereafter, the applicable Purchaser Parties shall have the right, but not the obligation, to control such appeal or related proceeding and the settlement or compromise thereof. A Seller Party may not settle or compromise any such appeal or related proceeding without prior written consent of the applicable Purchaser Parties, which consent shall not be unreasonably withheld.

Real Property Taxes. Tenant agrees to shall pay its pro rata share of all general and special real property taxes and taxes, assessments and governmental levies and charges of any and every kind(including, nature and sort whatsoeverwithout limitation, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including the cost to Landlord of any appeals or contests of any change in ownership taxes or assessments), except liens, bond obligations, license fees or taxes and any inheritancesimilar impositions in-lieu of other impositions now or previously within the definition of real property taxes or assessments and any and all assessments under any covenants, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out of conditions and restrictions affecting the Entire Premises (collectively “Real Property Taxes”), ) which may be levied or assessed by any lawful authority against the Entire Premises applicable to the period from the commencement of Early Occupancy Date with respect to Parcel 1, and the Term Actual Commencement Date for Parking Lot with respect to Parcel 2, until the expiration or sooner termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more as separate tax parcels for purposes of levying and assessing the Real Property Taxes)parcels, then, at Landlord’s option, then Tenant shall pay Tenant’s pro rata share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is are located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of all of the Building or buildings (including the Premises) situated in the separate tax parcel in which the Premises are is located. Tenant reserves the right to approve any assessment of public improvements that may affect the Premises to the extent Landlord has such night. Any future assessments for public improvements may be paid by Landlord in full or in installments, but Tenant’s contribution will be determined and payable based on the assumption that such assessments were allowed to go to bond and became payable in installments. All Real Property Taxes for the tax year in which the Term commences Early Occupancy Date and the Actual Commencement Date for Parking Lot occur and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments any Real Property Taxes for a period of time occurring prior to the time Early Occupancy Date and the Term commences Actual Commencement Date for Parking Lot or subsequent to the Termexpiration of the Lease term. The amount Tenant agrees to pay to the taxing authority entitled thereto the total Real Property Taxes due. Any of said payments to be paid pursuant made directly to the provisions of this Section 8.01 taxing authority shall be paid monthly made prior to the delinquency date established by the taxing authority, and Tenant shall, concurrently with such payment, deliver evidence of such payment to Landlord. Failure of Tenant to pay said Real Property Taxes as and when herein specified shall, in advance without demand addition to all other rights and remedies of Landlord hereunder, subject Tenant to any fine, penalty, interest, or offset cost which Landlord may incur as estimated by a result thereof. Tenant shall, within thirty (30) days after demand, reimburse Landlord based on for any such fine, penalty, interest, or cost, together with interest thereon at the most recent tax bills and estimates or reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commencesInterest Rate. If at any time during the TermTerm under the laws of the United States, or the state, county, municipality, or any political subdivision thereof in which the Premises is located, a tax, fee tax or excise on rent or any other tax however described is levied or assessed by any such political body against Landlord on account of rent payable to Landlord hereunder, the square footage of the Premises, the act of entering into this Lease or the occupancy of Tenant or any other tax however described hereunder or any tax based on or measured by expenditures made by Tenant on behalf of Landlord, including the so-called value added tax, such tax, fee tax or excise shall be considered “Real Property Taxes” for purposes of this Section 8.0110.1, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees Such taxes or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten (10IO) days after Tenant’s receipt of the tax bxxx xxxx therefor from Landlord.

Real Property Taxes. Tenant agrees to shall pay its pro rata share Tenant's Share of all general and special real property taxes and taxes, assessments and governmental levies and charges of any and every kind(including, nature and sort whatsoeverwithout limitation, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including the cost to Landlord of any appeals or contests of any change in ownership taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out of the Entire Premises (collectively “Real Property Taxes”), liens, bond obligations, license fees or taxes and any similar impositions in lieu of other impositions now or previously within the definition of real property taxes or assessments (collectively, "REAL PROPERTY TAXES") which may be levied or assessed by any lawful authority against the Entire Premises Project applicable to the period from the commencement of the Term Commencement Date until the expiration or sooner termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied and assessed against the Entire Premises entire Project by means of a single tax bxxx bill (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels included in a larger parcel for purposes of levying and assessing the Real Property Taxes), thenthen the Real Property Taxes levied against the Premises shall be deemed to be the sum of (i) the portion of the Real Property Taxes levied against the improvements on the larger parcel multiplied by a fraction, at Landlord’s optionthe numerator of which is the Rentable Square Feet of the Building and the denominator of which is the Rentable Square Feet of all buildings (including without limitation the Building) located on the larger parcel, plus (ii) the portion of the Real Property Taxes levied against the land in the larger parcel multiplied by a fraction, the numerator of which is the land area of the Land and the denominator of which is the land area of the larger parcel. Tenant shall pay Tenant’s pro rata share Xxxxxx's Share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel in which the Premises are located. All Real Property Taxes for the tax year in which the Term commences Commencement Date occurs and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments any Real Property Taxes for a period of time occurring prior to the time the Term commences Commencement Date or subsequent to the expiration of the Term. The amount to be paid pursuant to the provisions of this Section 8.01 6.1 shall be paid monthly in advance without demand or offset as part of Tenant's Monthly Operating Expense Charge as estimated by Landlord based on the most recent tax bills and estimates or of reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commencesCommencement Date occurs. Landlord may elect, by written notice to Tenant, to require Tenant to (i) pay Xxxxxx's Share of Real Property Taxes directly to the taxing authority (in which case such payment shall be made by Tenant at least ten (10) days prior to delinquency), or (ii) reimburse Landlord for Tenant's Share of Real Property Taxes (in which case such payment shall be made by Tenant within ten (10) days after Xxxxxxxx's delivery of an invoice to Tenant). The initial estimated monthly charge for Xxxxxx's Share of Real Property Taxes is included in the Monthly Operating Expense Charge as provided in Section 5. If at any time during the TermTerm under the laws of the United States, or the state, county, municipality or any political subdivision in which the Project is located, a tax, fee tax or excise on rent or any other tax however described is levied or assessed by any such political body against Landlord on account of rent payable to Landlord hereunder, the square footage of the Premises, the act of entering into this Lease or the occupancy of Tenant or any other tax however described or any tax based on or measured by expenditures made by Tenant on behalf of Landlord, including the so-called value added tax, such tax, fee tax or excise shall be considered “Real Property Taxes” "REAL PROPERTY TAXES" for purposes of this Section 8.016.1, and shall be payable in full by Tenant. At Landlord’s 's option, such taxes, fees taxes or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 6.1 or shall be payable within ten (10) days after Tenant’s receipt Landlord's delivery of the tax bxxx therefor from Landlordbill to Tenant.

Real Property Taxes. Tenant agrees shall pay to pay its Landlord in the manner set forth in Section 8 below, and as Additional Rent, Tenant's Percentage Share of Real Property Taxes attributable to the tax parcel within which the Building is located and the portion of Real Property Taxes attributable to the developed Common Facilities in the Project (including, but not limited to, common detention ponds, the central park area, Building and Project roads, Building and Project landscaping, etc.) allocated by Landlord to the Building based on the Building's pro rata share of all general and special real property taxes and assessments and governmental levies and charges thereof (as such pro rata share is reasonably determined by Landlord) (collectively, "TENANT'S PERCENTAGE SHARE OF REAL PROPERTY TAXES"). Landlord shall not allocate to Tenant any portion of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including the cost Real Property Taxes attributable to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out undeveloped portions of the Entire Premises Project, developed portions of the Project held for lease (collectively “excluding the Building), or developed portions of the Project that are not Common Facilities. Tenant's obligation to pay Tenant's Percentage Share of Real Property Taxes”), which may be levied or assessed by any lawful authority against the Entire Premises applicable to the period from the commencement of Taxes during the Term until shall survive the expiration or sooner early termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into Lease provided that Landlord invoices Tenant for such amounts no later than two (2) years after such expiration or more separate tax parcels for purposes early termination. If this Lease shall commence or terminate on a day other than the first or last day of levying and assessing a calendar year, respectively, the Real Property Taxes), then, at Landlord’s option, Tenant shall pay amount of Tenant’s pro rata share 's Percentage Share of all Real Property Taxes which may payable by Tenant for such calendar year shall be levied prorated on the basis of a 365 day year and shall be due and payable when rendered notwithstanding termination of this Lease provided that Landlord invoices Tenant for such amounts no later than two (2) years after such expiration or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is locatedearly termination. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area 's Percentage Share of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel in which the Premises are located. All Real Property Taxes for allocable to the tax year in which the Term commences and for the tax calendar year in which this Lease commences or terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments for a deemed to have been incurred evenly over the entire twelve (12) month period of time occurring prior to the time the Term commences or subsequent to the Term. The amount to be paid pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand or offset as estimated by Landlord based on the most recent tax bills and estimates or reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commences. If at any time during the Term, a tax, fee or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunder, the square footage of the Premises, the act of entering into this Lease or the occupancy of Tenant or any other tax however described or any tax based on or measured by expenditures made by Tenant on behalf of Landlord, including the so-called value added tax, such tax, fee or excise shall be considered “Real Property Taxes” for purposes of this Section 8.01, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten (10) days after Tenant’s receipt of the tax bxxx therefor from Landlordcalendar year.

Real Property Taxes. Tenant Real property taxes and all other prorations shall be assessed against Purchaser as of the Closing Date and, thereafter, all risk of loss shall be borne by Purchaser. Purchaser acknowledges that as of the Closing Date, the Lot might not have been assessed as a separately described parcel of real estate and that real property taxes for the Lot for the current year might be assessed under a tax bill in the name of Seller, which covers the entire Subdivision. If that is the case, Xxxxxxxxx agrees to pay its pro rata share of all general and special real property taxes and assessments and governmental levies and charges of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including the cost to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out Seller at closing that portion of the Entire Premises current tax assessment for the Subdivision (collectively “Real Property Taxes”), which may be levied or assessed by any lawful authority against based on the Entire Premises applicable to the period from the commencement estimated appraised value of the Term until the expiration or sooner termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes), then, at Landlord’s option, Tenant shall pay Tenant’s pro rata share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel property in which the Premises are locatedLot is located as determined by Seller) which shall be determined by multiplying the total tax bill by a fraction, the numerator of which shall be the acreage of the Lot and the denominator of which shall be the total acreage of all of the lots within the Subdivision covered by the tax bill, and then prorating the product of such multiplication as of the Closing Date. All Real Property Taxes Xxxxxx agrees to pay the entire tax bill before it becomes delinquent and, upon written request from Purchaser, to provide Purchaser with proof of payment. If the amount allocated to Purchaser is based upon an estimate and the actual bill for the tax year in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments for a period of time occurring prior to the time the Term commences Subdivision, or subsequent to the Term. The amount to be paid pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand or offset as estimated by Landlord based on the most recent tax bills and estimates or reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commences. If at any time during the Term, a tax, fee or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunderseparately, the square footage of Lot, varies from the Premisesestimate, Seller shall have the act of entering into this Lease or right to adjust the occupancy of Tenant or any other tax however described or any tax based on or measured by expenditures made by Tenant on behalf of Landlordprorated amount and, including the so-called value added tax, such tax, fee or excise shall be considered “Real Property Taxes” for purposes of this Section 8.01, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten (10) days after Tenant’s of receipt of notice, Purchaser shall pay any increased amount to Seller. If the Lot is a separately described and assessed parcel of real estate for real property tax bxxx therefor from Landlordpurposes, real property taxes assessed against the Lot for the year in which closing occurs shall be prorated as of 12:01 a.m. on the Closing Date. If the current year's taxes have not been determined at the time of closing, proration shall be based on the previous year's taxes. After the actual amount of taxes for the Subdivision, or if assessed separately, the Lot, for the year of closing has been determined, Seller has the right to adjust the prorated amount and, within ten (10) days of receipt of notice, Purchaser shall pay any increased amount to Seller.

Real Property Taxes. Tenant agrees to pay its pro rata share of all general From and special real property taxes and assessments and governmental levies and charges of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including after the cost to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out of the Entire Premises (collectively “Real Property Taxes”), which may be levied or assessed by any lawful authority against the Entire Premises applicable to the period from the commencement of the Term until the expiration or sooner termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes), then, at Landlord’s optionEffective Date, Tenant shall pay all Taxes (as defined below) which accrue against or are otherwise payable with respect to the Premises. Tenant shall arrange for the bills for all Taxes to be sent directly from the applicable taxing authorities to Tenant, and Tenant shall pay all such Taxes directly to the appropriate taxing authorities not later than ten (10) business days prior to delinquency. Landlord shall, at no cost or expense to Landlord, reasonably cooperate with Tenant’s pro rata share of efforts to have the bills for all Real Property Taxes which may be levied or assessed by any lawful authority against sent directly from the land and improvements of the separate tax parcel on which the Building containing the Premises is locatedtaxing authorities to Tenant. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel in which the Premises are located. All Real Property Taxes for the tax year in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall provide to Landlord written evidence of timely payment of Taxes by Tenant not be responsible for taxes and assessments for a period of time occurring later than five (5) business days prior to the time the Term commences or subsequent to the Term. The amount to last day that any Taxes may be paid pursuant to without the imposition of interest and/or a penalty. Notwithstanding the provisions of this Section 8.01 7(c) to the contrary, if Tenant shall be paid monthly fail to pay any Taxes to the applicable taxing authorities in advance without demand a timely manner (unless Tenant is contesting such Taxes in accordance with Section 7(d) below) or offset as if Tenant shall default in the payment of any Base Rent, Additional Rent or other sums due under this Lease beyond any applicable notice and cure periods, Landlord may, upon not less than three (3) days’ prior written notice to Tenant, require that Tenant thereafter pay one-twelfth (1/12) of the amount reasonably estimated by Landlord based on the most recent tax bills and estimates or reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commences. If at any time Taxes due and payable during each year thereafter during the Lease Term, a taxtogether with each monthly installment of Base Rent. Landlord reserves the right to adjust the amount of any such estimated payments from time to time. Landlord may commingle any such estimated payments with Landlord’s other funds and shall not be obligated to pay or otherwise credit Tenant for any interest that may be earned thereon. At the end of each full tax year during the Lease Term and again at the expiration or termination of this Lease, fee or excise is levied or assessed by any political body Landlord and Tenant shall calculate the actual Tax accruing against Landlord on account of rent payable to Landlord hereunder, the square footage of the Premises, and Tenant shall be credited or charged, as the act case may be, for such adjustments as may be necessary by reason of entering into any difference between the actual amounts determined by Landlord to have accrued against the Premises (or the pro-rata portion of such amount notwithstanding that payment to the taxing authority may not then be due) as of the expiration or termination of this Lease or and the occupancy amount of Tenant or any other tax however described or any tax based on or measured by expenditures made by Tenant on behalf of Landlord, including the so-called value added tax, such tax, fee or excise shall be considered “Real Property Taxes” for purposes of this Section 8.01, and shall be payable in full Taxes actually paid by Tenant. At Landlord’s optionIf Landlord requires Tenant to pay monthly estimated installments of Taxes hereunder, such taxes, fees or excises then Landlord shall be payable monthly obligated to pay all Taxes on or before their due dates to the extent that (A) Landlord has received the full amount of such Tax payments from Tenant and (B) Landlord has received a copy of the xxxx for such Taxes, in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten each case at least thirty (1030) days after Tenant’s receipt of the tax bxxx therefor from Landlordprior to their due date.

Real Property Taxes. Tenant Real property taxes and all other prorations shall be assessed against Purchaser as of the Closing Date and, thereafter, all risk of loss shall be borne by Purchaser. Purchaser acknowledges that as of the Closing Date, the Lot might not have been assessed as a separately described parcel of real estate and that real property taxes for the Lot for the current year might be assessed under a tax xxxx in the name of Seller, which covers the entire Subdivision. If that is the case, Purchaser agrees to pay its pro rata share of all general and special real property taxes and assessments and governmental levies and charges of any and every kind, nature and sort whatsoever, ordinary and extraordinary, foreseen and unforeseen, and substitutes therefor or supplements thereto, including the cost to Landlord of any appeals or contests of any taxes or assessments, except any inheritance, estate, succession, transfer or gift tax imposed on Landlord or any income tax specifically payable by Landlord as a separate tax-paying entity without regard to Landlord’s income source as arising from or out Seller at closing that portion of the Entire Premises current tax assessment for the Subdivision (collectively “Real Property Taxes”), which may be levied or assessed by any lawful authority against based on the Entire Premises applicable to the period from the commencement estimated appraised value of the Term until the expiration or sooner termination of this Lease. Tenant’s pro rata share shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings located within the Entire Premises (including the Premises). Notwithstanding the foregoing provisions, if the Real Property Taxes are not levied and assessed against the Entire Premises by means of a single tax bxxx (i.e., if the Entire Premises is separated into two (2) or more separate tax parcels for purposes of levying and assessing the Real Property Taxes), then, at Landlord’s option, Tenant shall pay Tenant’s pro rata share of all Real Property Taxes which may be levied or assessed by any lawful authority against the land and improvements of the separate tax parcel on which the Building containing the Premises is located. Tenant’s pro rata share under such circumstances shall be apportioned according to the floor area of the Premises as it relates to the total leasable floor area of the Building or buildings situated in the separate parcel property in which the Premises are locatedLot is located as determined by Seller) which shall be determined by multiplying the total tax xxxx by a fraction, the numerator of which shall be the acreage of the Lot and the denominator of which shall be the total acreage of all of the lots within the Subdivision covered by the tax xxxx, and then prorating the product of such multiplication as of the Closing Date. All Real Property Taxes Seller agrees to pay the entire tax xxxx before it becomes delinquent and, upon written request from Purchaser, to provide Purchaser with proof of payment. If the amount allocated to Purchaser is based upon an estimate and the actual xxxx for the tax year in which the Term commences and for the tax year in which this Lease terminates shall be apportioned and adjusted so that Tenant shall not be responsible for taxes and assessments for a period of time occurring prior to the time the Term commences Subdivision, or subsequent to the Term. The amount to be paid pursuant to the provisions of this Section 8.01 shall be paid monthly in advance without demand or offset as estimated by Landlord based on the most recent tax bills and estimates or reappraised values (if reappraisal is to occur), commencing with the month (or partial month on a prorated basis if such be the case) that the Term commences. If at any time during the Term, a tax, fee or excise is levied or assessed by any political body against Landlord on account of rent payable to Landlord hereunderseparately, the square footage of Lot, varies from the Premisesestimate, Seller shall have the act of entering into this Lease or right to adjust the occupancy of Tenant or any other tax however described or any tax based on or measured by expenditures made by Tenant on behalf of Landlordprorated amount and, including the so-called value added tax, such tax, fee or excise shall be considered “Real Property Taxes” for purposes of this Section 8.01, and shall be payable in full by Tenant. At Landlord’s option, such taxes, fees or excises shall be payable monthly in advance on an estimated basis as provided in this Section 8.01 or shall be payable within ten (10) days after Tenant’s of receipt of notice, Purchaser shall pay any increased amount to Seller. If the Lot is a separately described and assessed parcel of real estate for real property tax bxxx therefor from Landlordpurposes, real property taxes assessed against the Lot for the year in which closing occurs shall be prorated as of 12:01 a.m. on the Closing Date. If the current year's taxes have not been determined at the time of closing, proration shall be based on the previous year's taxes. After the actual amount of taxes for the Subdivision, or if assessed separately, the Lot, for the year of closing has been determined, Seller has the right to adjust the prorated amount and, within ten (10) days of receipt of notice, Purchaser shall pay any increased amount to Seller.