Common use of Rental Adjustments Clause in Contracts

Rental Adjustments. If Landlord's Real Estate Taxes (as herein defined) shall increase in any one Lease Year over the amount of Landlord's Real Estate Taxes for the immediately preceding Lease Year, Tenant shall pay as Additional Rent its Proportionate Share of any such increase in Real Estate Taxes. Real Estate Taxes shall mean real property taxes and other taxes or surcharges levied in lieu of such taxes, general and special public assessments, taxes or surcharges imposed by any governmental authority pursuant to anti-pollution or environmental legislation other than charges or penalties imposed on Landlord, prior owners or other tenants at the Building for which Tenant is not responsible, taxes on the rentals of the Building or the use, occupancy or renting of space therein. Real Estate Taxes shall not be included within the definition of Landlord's Operating Expense. Tenant's Proportionate Share of the increase in Real Estate Taxes payable in any one year shall not be affected by the "collar" on Operating Expenses more particularly described below. Such Proportionate Share of the increase in Real Estate Taxes shall be paid in the following manner: within one hundred twenty (120) days following the end of the first and each succeeding Operating Year, Landlord shall furnish Tenant a statement setting forth (i) the Real Estate Taxes for the preceding Operating Year and (ii) Tenant's Proportionate Share of the increase in Real Estate Taxes for such Operating Year. Within fifteen (15) days following the receipt of such statement, Tenant shall pay to Landlord as Additional Rent Tenant's Proportionate Share of the increase in Real Estate Taxes for such Operating Year. If Landlord's Operating Expense for any Operating Year shall be greater than the Expense Stop, Tenant shall pay to Landlord as Additional Rent an amount equal to the product obtained by multiplying the difference by Tenant's Proportionate Share (the amount of such difference is hereinafter referred to as the "Operating Expense Excess"). If Tenant occupies the Premises or a portion thereof for less than a full Operating Year, the Operating Expense Excess will be calculated in proportion to the amount of time in such Operating Year that Tenant occupied the Premises. Notwithstanding the foregoing, the Operating Expense Excess shall be calculated each Lease Year commencing after calendar year 1998 assuming that the minimum Operating Expense for any such year is 103% of the Operating Expense for the immediately preceding calendar year (regardless of the actual amount of the Operating Expense for such calendar year) and that the maximum Operating Expense for any such year is 107% of the Operating Expense for the immediately preceding calendar year (regardless of the actual amount of the Operating Expense for such year). The foregoing minimum and maximum annual adjustment of Operating Expense is referred to herein as the "collar". Such Operating Expense Excess shall be paid in the following manner: within one hundred twenty (120) days following the end of the first and each succeeding Operating Year, Landlord shall furnish Tenant an Operating Expense Statement setting forth (i) the Operating Expense for the preceding Operating Year and (ii) Tenant's Proportionate Share of the Operating Expense Excess for such Operating Year. Within fifteen (15) days following the receipt of such Operating Expense Statement (the "Expense Excess Date"), Tenant shall pay to Landlord as Additional Rent the Tenant's Proportionate Share of the Operating Expense Excess for such Operating Year. As used in this Section 6 and Section 1 where applicable, the following words and terms shall be defined as hereinafter set forth:

Rental Adjustments. If Landlord's Real Estate Taxes (as herein defined) shall increase in any one Lease Year over the amount of Landlord's Real Estate Taxes for the immediately preceding Lease Year, Tenant shall pay to Landlord, within thirty (30) days after notification by Landlord, as Additional Rent its Proportionate Share additional rent for the lease year, a proportionate share of any assessment greater than the assessment for the 12-month period immediately prior to the date of such assessment, including, but not limited to, any assessment or installment thereof for public betterments and/or improvements which may be levied upon the said land and building; and/or real estate taxes payable with respect to the building and the land on which it is located and adjacent parking areas, whether by reason of an increase in Real Estate Taxeseither the tax rate or the assessed valuation or by reason of the levy, assessment, or imposition of any tax on real estate as such not now levied, assessed, or imposed, or for any other reason. Real Estate Taxes Landlord shall mean real property taxes take the benefit of the provisions of any statute or ordinance permitting any such assessment to be paid over a period of time, and other taxes or surcharges levied Tenant shall be obligated to pay only the said percentage of the installments and applicable interest on any such assessments which shall become due and payable during the term of this lease. Said proportionate share shall be determined by multiplying the total increases by a fraction, the numerator of which is the total square footage leased to Tenant, including a proportionate share of any common areas, and the denominator of which is the total square footage of the building in lieu which the leased premises are located. In the event that Xxxxxxxx’s averaged monthly operating expenses incurred with respect to the building and parking areas, of which the demised premises form a part, are greater than the averaged monthly operating expenses incurred by the Landlord with respect to said building and parking areas in the 12-month period immediately prior to the commencement date of this lease, then Tenant shall pay a proportionate share of such taxesestablished increases in operating expenses. Should the increase in the operating expenses be immediately determinable, general as in the case of increases in utility rates, insurance, of janitorial costs, then Tenant’s proportionate amount of that increase shall be computed by Landlord and special public assessments, taxes or surcharges imposed shall be payable by any governmental authority pursuant Tenant to anti-pollution or environmental legislation other than charges or penalties imposed on Landlord, prior owners within thirty (30) days after notification of Landlord, as additional rent for the lease year or other tenants at any portion thereof in which the Building for which Tenant is not responsible, taxes on same shall apply. In the rentals of the Building or the use, occupancy or renting of space therein. Real Estate Taxes shall event that such Increase in operating expenses cannot be included within determined on a monthly basis, but only after the definition of Landlord's Operating Expense. Tenant's Proportionate Share building has been operated for a year and comparative figures made available, then in such event Landlord shall determine the amount of the increase in Real Estate Taxes payable in any one operating expenses on either a calendar year basis or a lease year basis, and Tenant shall make payment to Landlord as additional rent the proportionate share d such increase, with payment to be made within thirty (30) days after notification of Landlord. For the purpose d the above paragraph, “operating expenses” shall include, but not be affected limited to, the following expenses incurred by the "collar" on Operating Expenses more particularly described belowLandlord with respect to the building and parking areas of which the demised premises form a part: janitorial, management, electricity, gas, utility taxes, water, sewer, garbage, casualty and liability insurance, window cleaning, expenses for general repair work including wages, payroll taxes, workmen’s compensation, and all other expenses paid in connection with the operation of said building. Such Proportionate Share Landlord, within ten (10) days after written request by Xxxxxx, but not sooner than thirty (30) days after Landlord has given notice of the increase in Real Estate Taxes operating expenses, shall be paid have available at the office of Landlord a summary schedule of such operating expenses indicating the amount of Increases involved in the following manner: within expenses. The above “operating expenses” apply only in cases where the above-described fees are paid by Landlord. If a lease is written for any period of time greater than one hundred twenty (1201) days following year, it is understood that at the end of the first initial 12-month period and each succeeding Operating Year, Landlord shall furnish Tenant a statement setting forth (i) the Real Estate Taxes for the preceding Operating Year and (ii) Tenant's Proportionate Share conclusion of any additional 12-month periods there will be an automatic rental Increase at least equal to the increase in Real Estate Taxes for such Operating Yearthe Consumer Price Index over the preceding twelve (12) months. Within fifteen (15) days following It is understood that if all increases in the receipt costs of such statement, Tenant shall pay to Landlord as Additional Rent Tenant's Proportionate Share of the increase in Real Estate Taxes for such Operating Year. If Landlord's Operating Expense for any Operating Year shall be greater than the Expense Stop, Tenant shall pay to Landlord as Additional Rent an amount equal operation have not already been passed on to the product obtained Tenant, the annual increase may exceed the Consumer Price Index by multiplying the difference by Tenant's Proportionate Share (the amount of such difference is hereinafter referred to as the "Operating Expense Excess"). If Tenant occupies the Premises or a portion thereof for less than a full Operating Year, the Operating Expense Excess will be calculated in proportion to the amount of time in such Operating Year that Tenant occupied the Premises. Notwithstanding the foregoing, the Operating Expense Excess shall be calculated each Lease Year commencing after calendar year 1998 assuming that the minimum Operating Expense for any such year is 103% of the Operating Expense for the immediately preceding calendar year (regardless of the actual amount of the Operating Expense for such calendar year) and that the maximum Operating Expense for any such year is 107% of the Operating Expense for the immediately preceding calendar year (regardless of the actual amount of the Operating Expense for such year). The foregoing minimum and maximum annual adjustment of Operating Expense is referred to herein as the "collar". Such Operating Expense Excess shall be paid in the following manner: within one hundred twenty (120) days following the end of the first and each succeeding Operating Year, Landlord shall furnish Tenant an Operating Expense Statement setting forth (i) the Operating Expense for the preceding Operating Year and (ii) Tenant's Proportionate Share of the Operating Expense Excess for such Operating Year. Within fifteen (15) days following the receipt of such Operating Expense Statement (the "Expense Excess Date"), Tenant shall pay to Landlord as Additional Rent the Tenant's Proportionate Share of the Operating Expense Excess for such Operating Year. As used in this Section 6 and Section 1 where applicable, the following words and terms shall be defined as hereinafter set forth:said Increases.

Rental Adjustments. If Landlord's Real Estate Taxes (as herein definedA) shall increase in any one Lease Year over Operating Expense. Commencing on the amount Commencement Date and during the Term of Landlord's Real Estate Taxes for the immediately preceding Lease Yearthis Lease, Tenant shall pay as Additional Rent its Proportionate Share to Landlord the Operating Expense Charges in equal monthly installments of any such increase in Real Estate Taxes. Real Estate Taxes shall mean real property taxes and other taxes or surcharges levied in lieu Landlord’s estimate of such taxesOperating Expense Charges, general and special public assessmentsthe first of which shall be payable on date hereof. Landlord may reasonably change its estimate of the Operating Expense Charges from time to time (but no more than twice per Operating Year) upon written notice to Tenant, taxes or surcharges imposed whereupon Tenant shall pay such revised amount as is reasonably determined by any governmental authority pursuant to anti-pollution or environmental legislation other than charges or penalties imposed on Landlord, prior owners or other tenants at the Building for which Tenant is not responsible, taxes Landlord on the rentals later of the Building next monthly payment coming due or the use, occupancy or renting thirty (30) days after written notice of space thereinsuch revised amount is received. Real Estate Taxes shall not be included within the definition of Landlord's Operating Expense. Tenant's Proportionate Share of the increase in Real Estate Taxes payable in any one year shall not be affected by the "collar" on Operating Expenses more particularly described below. Such Proportionate Share of the increase in Real Estate Taxes shall be paid in the following manner: within Within one hundred twenty (120) days following the end of the first and each succeeding Operating Year, Landlord shall furnish Tenant a statement pertaining to Operating Expenses certified as true and correct by an officer of Landlord and setting forth (i) the Real Estate Taxes actual Operating Expenses (as defined below) for the preceding Operating Year and (broken down on a category by category basis), (ii) Tenant's Proportionate Share of ’s actual Operating Expense Charges for the increase in Real Estate Taxes previous Operating Year and the amounts paid by Tenant on account thereof, (iii) Tenant’s Operating Expense Adjustment (as defined below), if any, for such Operating Year. Within fifteen , and (15iv) days following the receipt of such statementif elected by Landlord, Tenant shall pay to Landlord as Additional Rent Tenant's Proportionate Share Landlord’s estimate of the increase in Real Estate Taxes Operating Expense Charges for such the then current Operating YearYear (the “Operating Expense Statement”). If Landlord's the actual Operating Expense Charges for any Operating Year shall be greater than the payments made by Tenant on account of such Operating Expense StopCharges, Tenant shall pay to Landlord Landlord, as Additional Rent additional rent and within thirty (30) days following the receipt by Tenant of such Operating Expense Statement (the “Expense Adjustment Date”), an amount equal to the product obtained by multiplying the such difference by Tenant's Proportionate Share (the amount of such difference is hereinafter referred to as the "“Operating Expense Excess"Adjustment”). If Tenant’s payments on account of Operating Expense Charges for an Operating Year exceed the actual Operating Expense Charges for such Operating Year, then Landlord shall pay any such amounts owed to Tenant within thirty (30) days after the Expense Adjustment Date (even if such reconciliation occurs after the end of the Term). If Tenant occupies the Premises or a portion thereof for less than a full Operating Year, the Operating Expense Excess Charges will be calculated in proportion to the amount of time in such Operating Year that Tenant occupied the Premises. Notwithstanding anything to the foregoing, the Operating Expense Excess shall be calculated each Lease Year commencing after calendar year 1998 assuming that the minimum Operating Expense for any such year is 103% of the Operating Expense for the immediately preceding calendar year (regardless of the actual amount of the Operating Expense for such calendar year) and that the maximum Operating Expense for any such year is 107% of the Operating Expense for the immediately preceding calendar year (regardless of the actual amount of the Operating Expense for such year). The foregoing minimum and maximum annual adjustment of Operating Expense is referred to herein as the "collar". Such Operating Expense Excess shall be paid contrary contained in the following manner: within one hundred twenty (120) days following the end of the first and each succeeding Operating Year, Landlord shall furnish Tenant an Operating Expense Statement setting forth (i) the Operating Expense for the preceding Operating Year and (ii) Tenant's Proportionate Share of the Operating Expense Excess for such Operating Year. Within fifteen (15) days following the receipt of such Operating Expense Statement (the "Expense Excess Date")this Article 6, Tenant shall pay not be responsible for any Operating Expense Charges attributable to Landlord as Additional Rent any Operating Year which are first billed to Tenant more than two (2) calendar years after the Tenant's Proportionate Share earlier of the expiration of the applicable Operating Expense Excess for such Operating YearYear or the date on which the Term expires. As used in this Section 6 6(A) and Section 1 where applicable, the following words and terms shall be defined as hereinafter set forth:

Rental Adjustments. If Landlord's Real Estate Taxes the reviewed Specified Rent payable from a Review Date is not agreed or determined in accordance with the provisions of this Schedule 5 (as herein definedRent Review ) before the Relevant Review Date, then until the reviewed Specified Rent has been so agreed or determined, the Leaseholder will continue to pay on account Specified Rent at the rate payable immediately before the Relevant Review Date. Within 14 days after the time that the reviewed Specified Rent has been agreed or determined the Leaseholder will pay to the Landlord all arrears of the reviewed Specified Rent which have accrued in the meantime[, with interest equal to the base rate of Barclays Bank PLC on each of the instalments of the arrears from the time that it would have become due if the reviewed rent had then been agreed or determined until payment becomes due from the Leaseholder to the Landlord under this paragraph 6(b)]. Notice of Review Immediately following each Review Date the Landlord shall increase serve written notice on the Leaseholder, substantially in any one Lease Year over the form set out in Appendix 2 specifying the amount of Landlord's Real Estate Taxes the reviewed Gross Rent and the amount of the Specified Rent then payable. Staircasing Provisions Restart Numbering Applied At any time or times during the Term the Leaseholder may serve notice in writing on the Landlord stating the Portioned Percentage he proposes to acquire. The provisions of this Schedule 6 (Staircasing Provisions ) shall also be exercisable by any mortgagee of the Leaseholder of whom the Landlord has received proper notice pursuant to Clause 10.21 (Register disposals ). The Landlord shall apply to the Valuer to determine the Market Value as at the date of service of the Leaseholder’s notice served pursuant to paragraph 1(a) (upon which the price of acquisition will be based) within 14 days of receipt of the Leaseholder’s notice (or, if later, within 14 days of the Valuer’s appointment) and shall notify the Leaseholder of the amount of the Valuer’s determination in writing within 7 days of receipt of the said determination. At any time within 3 months of the Valuer’s determination the Leaseholder may pay for a Portioned Percentage in accordance with the provisions of paragraph 1(d). The Leaseholder may pay for a Portioned Percentage by paying to the Landlord a sum equal to that Portioned Percentage of Market Value (as agreed or determined under this Schedule 6 (Staircasing Provisions )) plus any unpaid sums under paragraph 1(e) and as from the date of such payment (a) the Portioned Percentage so acquired shall form part of the Acquired Percentage and (b) the Specified Rent payable under this Lease shall be a sum equal to the Unacquired Percentage of the Gross Rent. On completion of the payment for a Portioned Percentage in addition to the sum or the price payable for the immediately preceding Lease Year, Tenant Portioned Percentage the Leaseholder shall pay any arrears of rent and any other sums due to the Landlord under this Lease including any unpaid costs under paragraph 1(l)(v). The Landlord and the Leaseholder shall, save as Additional provided in paragraph 1(l)(v) pay their own costs and expenses in connection with such payment or purchase. Whenever the Leaseholder completes the payment for a Portioned Percentage the Landlord and the Leaseholder shall forthwith execute and deliver to the other (to be attached to the original and counterpart of this Lease) a memorandum substantially in the form set out in Appendix 1 specifying the Portioned Percentage paid for and the Specified Rent its Proportionate Share then payable. If the provisions of this Schedule 6 (Staircasing Provisions ) are exercised by any mortgagee under paragraph 1(a) then provided that the Premises are being sold by the mortgagee on an arm's length basis at the best price reasonably obtainable at the time of sale: the Market Value shall be deemed to be the price at which the Premises are being sold by the mortgagee on the assumption that the Unacquired Percentage is nil; the relevant Portioned Percentage shall be calculated on the basis of that deemed Market Value; and if so requested by the mortgagee, the Landlord shall co-operate with the mortgagee to ensure that there occurs simultaneously (A) the payment to the Landlord of the relevant Portioned Percentage under paragraph 1(d), (B) delivery by the Landlord to the mortgagee of the memorandum under paragraph 1(f), and (C) completion of the sale of the Premises by the mortgagee. Where the Leaseholder serves a notice under paragraph 1(a) the Landlord must not act in a way that would unreasonably delay the acquisition by the Leaseholder of the Portioned Percentage he proposes to acquire. Upon payment of the sum referred to in paragraph 1(d) in circumstances where the Acquired Percentage has become 100%: The definition of "Acquired Percentage" shall be amended to mean a 100% percentage interest in the Premises; the Specified Rent shall be reduced to the Minimum Rent; and the following provisions of this Lease shall no longer have effect: Definition of "Default", "Enforcement Date", "Final Staircasing", "Loss", "Mortgage Protection Claim", "Payment Sum", “Portioned Percentage”, “Unacquired Percentage”, "Valuer" and “Valuer's Certificate”; Clause 8 (Mortgage protection ); Schedule 5 (Rent Review); and this Schedule 6 (Staircasing Provisions ) (except this paragraph 2). The costs of any such increase in Real Estate Taxes. Real Estate Taxes shall mean real property taxes and other taxes or surcharges levied in lieu of such taxes, general and special public assessments, taxes or surcharges imposed determination by any governmental authority the Valuer pursuant to anti-pollution or environmental legislation other than charges or penalties imposed on Landlord, prior owners or other tenants at the Building for which Tenant is not responsible, taxes on the rentals provisions of the Building or the use, occupancy or renting of space therein. Real Estate Taxes shall not be included within the definition of Landlord's Operating Expense. Tenant's Proportionate Share of the increase in Real Estate Taxes payable in any one year shall not be affected by the "collar" on Operating Expenses more particularly described below. Such Proportionate Share of the increase in Real Estate Taxes this Schedule 6 (Staircasing Provisions ) shall be paid by the Leaseholder to the Landlord on demand. The parties agree that the decision of the Valuer shall be final and binding on the parties to this Lease. Surrender by Leaseholder Restart Numbering Applied If the Landlord serves notice on the Leaseholder pursuant to Clause 3.19.4(c) completion of the surrender to the Landlord shall take place and vacant possession shall be given on a date agreed between the Landlord and the Leaseholder but failing agreement on the date four weeks from the date the Payment Sum is determined. The Landlord shall be entitled to deduct from the Payment Sum such sums as may be due and owing at the date of surrender in respect of arrears of rents and other sums due under this Lease. If before the date of surrender of this Lease the Landlord has received notice pursuant to Clause 10.21 (Register disposals ) of a mortgage or charge of this Lease: the Landlord shall (and the Leaseholder irrevocably requests and directs the Landlord to do so) pay the Payment Sum less the deductions referred to in paragraph (or (if less) such sufficient part thereof as is necessary to discharge the said mortgage or charge) to the mortgagee or chargee named in the following manner: within one hundred twenty (120) days following said notice upon trust for the end Leaseholder; the receipt of the first said mortgagee or chargee shall absolutely discharge the Landlord from its obligations under this Schedule 7 (Surrender by Leaseholder ); the Landlord and each succeeding Operating Year, Landlord the Leaseholder agree that completion of the surrender cannot take place until the Payment Sum (or such part as is sufficient to discharge the said mortgage or legal charge) is paid to the mortgagee or chargee to the intent that the security afforded to the mortgagee or chargee by this Lease shall furnish Tenant not lapse until the Payment Sum or a statement setting forth sufficient part of it as is necessary to discharge the said mortgage or charge is paid to the mortgagee; and if at the time of such surrender under this Schedule 7 (Surrender by Leaseholder ) (i) there is any Loan outstanding to a Mortgagee of the Real Estate Taxes for the preceding Operating Year Premises and (ii) Tenant's Proportionate Share of the increase in Real Estate Taxes Acquired Percentage is less than the Maximum Percentage then the consideration for such Operating Year. Within fifteen (15) days following the receipt of such statement, Tenant shall pay to Landlord as Additional Rent Tenant's Proportionate Share of the increase in Real Estate Taxes for such Operating Year. If Landlord's Operating Expense for any Operating Year surrender shall be greater than the Expense Stop, Tenant shall pay to Landlord Payment Sum plus the Mortgage Protection Claim (calculated on the basis that paragraph (h) in the definition of “Loss” is the Payment Sum in Schedule 9 (Defined Terms )). Save as Additional Rent an amount equal otherwise provided any costs incurred by either party pursuant to the product obtained provisions of this Schedule 7 (Surrender by multiplying the difference by Tenant's Proportionate Share (the amount of such difference is hereinafter referred to as the "Operating Expense Excess"). If Tenant occupies the Premises or a portion thereof for less than a full Operating Year, the Operating Expense Excess will be calculated in proportion to the amount of time in such Operating Year that Tenant occupied the Premises. Notwithstanding the foregoing, the Operating Expense Excess Leaseholder ) shall be calculated each Lease Year commencing after calendar year 1998 assuming borne by that the minimum Operating Expense for any such year is 103% of the Operating Expense for the immediately preceding calendar year (regardless of the actual amount of the Operating Expense for such calendar year) and that the maximum Operating Expense for any such year is 107% of the Operating Expense for the immediately preceding calendar year (regardless of the actual amount of the Operating Expense for such year)party. The foregoing minimum and maximum annual adjustment of Operating Expense is referred to herein as the "collar". Such Operating Expense Excess shall be paid in the following manner: within one hundred twenty (120) days following the end of the first and each succeeding Operating Year, Landlord shall furnish Tenant an Operating Expense Statement setting forth (i) the Operating Expense for the preceding Operating Year and (ii) Tenant's Proportionate Share of the Operating Expense Excess for such Operating Year. Within fifteen (15) days following the receipt of such Operating Expense Statement (the "Expense Excess Date"), Tenant shall pay to Landlord as Additional Rent the Tenant's Proportionate Share of the Operating Expense Excess for such Operating Year. As used in this Section 6 and Section 1 where applicable, the following words and terms shall be defined as hereinafter set forth:Mandatory Buyback4 Part 1