Common use of Tenant’s Share of Operating Expenses Clause in Contracts

Tenant’s Share of Operating Expenses. Tenant shall continue to pay Operating Expenses as provided for in the Lease through the OPEX Adjustment Date (as defined below). Commencing on the earlier of the (i) date that Tenant commences business operations in all of the Second Expansion Premises, or (ii) the Second Expansion Premises Rent Commencement Date (either, the “OPEX Adjustment Date”), Tenant’s Share of Operating Expenses payable by Tenant under the Lease shall be increased by 9.82%, and commencing on May 1, 2015, the total Tenant’s Share of Operating Expenses which shall be payable by Tenant under the Lease shall be equal to 45.31%. Notwithstanding anything to the contrary contained herein, if Tenant commences business operations in a portion (but not all) of the Second Expansion Premises prior to the Second Expansion Premises Rent Commencement Date, Tenant shall be required to pay Operating Expenses on a pro rata basis with respect to the actual rentable square footage of the Second Expansion Premises in which Tenant is conducting business operations, as determined by DGA. Commencing on May 1, 2015, Tenant’s Share of each earthquake deductible or occurrence of uninsured earthquake damage affecting the Premises shall not exceed $7.50 per rentable square of the Premises (including the Second Expansion Premises) (the “Current Cap”). On June 1, 2015, and on the first day of each month thereafter through the Expiration Date, the Current Cap shall be reduced by $0.125 per rentable square foot of the Premises (including the Second Expansion Premises). Following earthquake damage to the Project during the period between April 1, 2015, and the April 30, 2020, Tenant shall pay Tenant’s Share of any such deductible or uninsured damage in equal monthly installments amortized over the balance of the Base Term. For the avoidance of doubt, the existing caps of insurance deductibles and uninsured earthquake damage set forth in the third full paragraph of Section 5 of the Lease shall apply through April 30, 2015, and the caps provided for in this paragraph shall apply from May 1, 2015, through April 30, 2020, and shall thereafter be of no further force or effect.

Tenant’s Share of Operating Expenses. Notwithstanding the provisions of Section 5, during the period from mutual execution of this Lease through [ * ], Tenant’s share of Operating Expenses shall be abated and Tenant shall continue pay only for utilities provided to the Premises commencing on the date of mutual execution and delivery of this Lease. Cap on Management Fee. The management fee included in Operating Expenses shall not exceed [ * ]% of net rental income of the Building. Janitorial Services. Tenant shall separately contract and pay for all janitorial services to the Premises and shall cause such services to be provided to the standard customary in a first class office building. Audit Rights. Landlord shall permit Tenant the right, once per operating year, to audit Landlord’s operating statement showing Tenant’s Share of the Operating Expenses for the year. The cost of such audit shall be paid by Tenant unless the audit shows that Landlord has misstated Tenant’s Share of the Operating Expenses by more than five percent, in which case Landlord shall pay all reasonable costs of audit; provided, however, that the audit not be performed on a “contingency” basis or other basis under which the auditor is paid a share of any cost discrepancy discovered. Options to Extend. Provided that Tenant is not in default after receipt of notice and expiration of any applicable cure period at the time of exercise or at commencement of the Option Term (unless the default is cured within any applicable cure period), and provided that Tenant has not failed to pay Operating Expenses Base Rent when due under this Lease [ * ] during the prior [ * ], regardless of whether that default was cured within the applicable cure period, then Tenant shall have [ * ] options to extend the Lease Term (each, an “Extension Option”) for a period of [ * ] (each an “Option Term”) each, upon the same terms and conditions as provided for are set forth in the Lease, except that Base Rent shall be adjusted as described below and the provisions of this Lease through the OPEX Adjustment Date (as defined below). Commencing on the earlier regarding Base Rent, abatement of the (i) date that Tenant commences business operations in all Base Rent and abatement of the Second Expansion Premises, or (ii) the Second Expansion Premises Rent Commencement Date (either, the “OPEX Adjustment Date”), Tenant’s Share of Operating Expenses payable Expenses, TI Allowance, Lobby Area Allowance and space planning allowance shall not be applicable. The Extension Options shall be exercised, if at all, by written notice to Landlord at least [ * ] prior to the expiration of the then existing Term. The Extension Options are personal to Tenant (except they may be transferred in connection with related party transfers addressed below in this Section 1.A) and may not be exercised by any other assignee or sublessee and may not be exercised during any period that the entire Premises is subleased out by Tenant under (unless to a related party as set forth below). The exercise of each Extension Option shall extend the Lease shall be increased by 9.82%, and commencing on May 1, 2015for the entire Premises. Extension Rent. If Tenant exercises an Extension Option, the total Tenant’s Share of Operating Expenses which shall be payable by Tenant under Base Rent schedule for the Lease Option Term shall be equal to 45.31%the then Fair Market Rent including a fair market rate of escalation during the Option Term. Notwithstanding anything to As used herein “Fair Market Rent” shall mean the contrary contained hereinmarket rent for a [ * ]. Fair Market Rent shall take into consideration, if the improvements paid for by Landlord via the TI Allowance and the Lobby Area Allowance. Fair Market Rent shall not take into consideration the value of any tenant improvements paid for solely by Tenant commences business operations in a except that it shall include the portion (but not all) of the Second Expansion Premises prior to tenant improvements paid for by Tenant which represent the Second Expansion Premises Rent Commencement Datedollar value of the abated Base Rent. If there are not five comparable leases of similar size leased spaces in the Canyon Park/Bothell submarket, Tenant the market shall be required expanded to pay Operating Expenses on a pro rata basis with respect to include the actual rentable square footage of the Second Expansion Premises in which Tenant is conducting business operationsgreater Redmond/Kirkland market, as determined by DGA. Commencing on May 1, 2015, Tenant’s Share of each earthquake deductible or occurrence of uninsured earthquake damage affecting adjusted to reflect the Premises shall not exceed $7.50 per rentable square of the Premises (including the Second Expansion Premises) (the “Current Cap”). On June 1, 2015, and on the first day of each month thereafter through the Expiration Date, the Current Cap shall be reduced by $0.125 per rentable square foot of the Premises (including the Second Expansion Premises). Following earthquake damage to the Project during the period between April 1, 2015, and the April 30, 2020, Tenant shall pay Tenant’s Share of any such deductible or uninsured damage in equal monthly installments amortized over the balance of the Base Term. For the avoidance of doubt, the existing caps of insurance deductibles and uninsured earthquake damage set forth in the third full paragraph of Section 5 of the Lease shall apply through April 30, 2015, and the caps provided for in this paragraph shall apply from May 1, 2015, through April 30, 2020, and shall thereafter be of no further force or effect.Canyon 3

Tenant’s Share of Operating Expenses. Tenant shall continue to pay Operating Expenses as provided for in the Lease through the TEP OPEX Adjustment Date (as defined below). Commencing on the earlier of the (i) date that Tenant commences business operations in all of the Second Third Expansion Premises, or (ii) the Second Third Expansion Premises Rent Commencement Date (either, the “TEP OPEX Adjustment Date”), TenantDate”),Tenant’s Share of Operating Expenses payable by Tenant under the Lease shall be increased by 9.82%6.53% and Tenant shall commence paying Operating Expenses with respect to the Third Expansion Premises, and commencing on May 1, 2015, the total Tenant’s Share of Operating Expenses which shall be payable by Tenant under the Lease shall be equal to 45.3151.83%. Notwithstanding anything to the contrary contained herein, if Tenant commences business operations in a portion (but not all) of the Second Third Expansion Premises prior to the Second Third Expansion Premises Rent Commencement Date, Tenant shall be required to pay Operating Expenses on a pro rata basis with respect to the actual rentable square footage of the Second Third Expansion Premises in which Tenant is conducting business operations, as determined by DGA. Commencing on May 1, 2015, Tenant’s Share of each earthquake deductible or occurrence of uninsured earthquake damage affecting the Premises shall not exceed $7.50 per rentable square of the Premises (including the Second Third Expansion Premises) (the “Current Cap”). On June 1, 2015, and on the first day of each month thereafter through the Expiration DateApril 30, 2020, the Current Cap shall be reduced by $0.125 per rentable square foot of the Premises (including the Second Third Expansion Premises). Following earthquake damage to the Project during the period between April 1, 2015, and the April 30, 2020, Tenant shall pay Tenant’s Share of any such deductible or uninsured damage in equal monthly installments amortized over the balance of the Base Term. For the avoidance of doubt, the existing caps of insurance deductibles and uninsured earthquake damage set forth in the third full paragraph of Section 5 of the Lease shall apply through April 30, 2015, and the caps provided for in this paragraph shall apply from May 1, 2015, through April 30, 2020, and shall thereafter be of no further force or effect.

Tenant’s Share of Operating Expenses. From and after the Rent Commencement Date," Tenant shall continue pay to pay Landlord Tenant's Share of Operating Expenses as provided for in Expenses. Prior to the Lease through the OPEX Adjustment Date (as defined below). Commencing on the earlier of the (i) date that Tenant commences business operations in all of the Second Expansion Premises, or (ii) the Second Expansion Premises Rent Commencement Date (eitherand thereafter prior to the commencement of each calendar year during the Term, the “OPEX Adjustment Date”), Landlord shall give Tenant a written estimate of Tenant’s 's Share of Operating Expenses payable for the ensuing calendar year or partial calendar year, as the case may be. Tenant shall pay, as an item of Additional Rent, such estimated amount in equal monthly installments, in advance, on or before the first (1st) day of each month concurrent with its payment of Monthly Rent. If Landlord has not furnished its written estimate by the time set forth above, Tenant under shall pay monthly installments of Operating Expenses at the rates established for the prior calendar year, if any; provided, however, that when the new estimate is delivered to Tenant, Tenant shall at the next monthly payment date pay Landlord any accrued deficiency based on the new estimate, or Landlord shall credit any accrued overpayment based on such estimate toward Tenant's next installment payment of Operating Expenses. Within a reasonable period of time after the end of each calendar year (in no event less than one hundred twenty (120) days after the end of each calendar year unless sooner completed by Landlord) Landlord shall furnish Tenant a statement showing in reasonable detail Tenant's Share of the actual Operating Expenses incurred for the period in question. If Tenant's payments for that calendar year are less than Tenant's Share of the actual Operating Expenses as shown by the applicable statement, Tenant shall pay the difference to Landlord within thirty (30) days thereafter. If Tenant shall have overpaid Landlord, Landlord shall credit such overpayment toward Tenant's next installment payment. When the final determination is made of Tenant's Share of the actual Operating Expenses for the calendar year in which this Lease expires or terminates, Tenant shall, even if this Lease has expired or terminated, pay to Landlord upon notice the excess of Tenant's Share of such actual Operating Expenses over the estimate of Tenant's Share of such Operating Expenses paid. Conversely, any, overpayment shall be increased rebated by 9.82%, and commencing on May 1, 2015, Landlord to Tenant. If Landlord shall determine at any time that the total estimate of Tenant’s 's Share of Operating Expenses which shall be payable by Tenant under for the Lease shall be equal current calendar year is or will become inadequate to 45.31%. Notwithstanding anything to the contrary contained herein, if Tenant commences business operations in a portion (but not all) meet Tenant's share of the Second Expansion Premises prior to the Second Expansion Premises Rent Commencement Date, Tenant shall be required to pay all such Operating Expenses on for any reason, Landlord shall immediately determine the approximate amount of such inadequacy and issue a pro rata basis with respect supplemental estimate as to the actual rentable square footage of the Second Expansion Premises in which Tenant is conducting business operations, as determined by DGA. Commencing on May 1, 2015, Tenant’s 's Share of each earthquake deductible or occurrence of uninsured earthquake damage affecting the Premises shall not exceed $7.50 per rentable square of the Premises (including the Second Expansion Premises) (the “Current Cap”). On June 1, 2015, such Operating Expenses and on the first day of each month thereafter through the Expiration Date, the Current Cap shall be reduced by $0.125 per rentable square foot of the Premises (including the Second Expansion Premises). Following earthquake damage to the Project during the period between April 1, 2015, and the April 30, 2020, Tenant shall pay any increase as reflected by such supplemental estimate, provided that no more than one such adjustment shall occur during any calendar year. Landlord shall keep or cause to be kept separate and complete books of accounting covering all Operating Expenses and showing the method of calculating Tenant’s 's Share of any such deductible or uninsured damage in equal monthly installments amortized over Operating Expenses and shall preserve for the balance of the Base Term. For the avoidance of doubt, the existing caps of insurance deductibles and uninsured earthquake damage set forth in the third full paragraph of Section 5 Term of the Lease all material documents evidencing said Operating Expenses for that calendar year. Tenant, at its sole cost and expense, shall apply through April 30have the right, 2015during reasonable business hours and not more frequently than once during any calendar year, to examine and/or audit the books and the caps provided documents mentioned above evidencing such costs and expenses for any previous calendar year. Any delay or failure by Landlord in delivering any estimate or statement pursuant to this paragraph Section 7.1 shall apply from May 1, 2015, through April 30, 2020, and shall thereafter be not constitute a waiver of no further force or effectits right to require Tenant to pay Tenant's Share of Operating Expenses pursuant hereto.

Tenant’s Share of Operating Expenses. 7.1. Tenant shall continue pay to pay Landlord, during the Term of this Lease, its proportionate share of the Operating Expenses as provided for in the Lease through the OPEX Adjustment Date (as defined below). Commencing on the earlier of the (i) date that Shopping Center. The proportionate share to be paid by Tenant commences business operations in all of shall be computed by multiplying the Second Expansion Premises, or (ii) the Second Expansion Premises Rent Commencement Date (eitherOperating Expenses by a fraction, the “OPEX Adjustment Date”), Tenant’s Share numerator of Operating Expenses payable by Tenant under the Lease shall be increased by 9.82%, and commencing on May 1, 2015, the total Tenant’s Share of Operating Expenses which shall be payable by Tenant under the Lease number of leasable square foot of floor area in the Demised Premises and the denominator of which shall be equal to 45.31%the total number of leasable square feet of floor area (exclusive of any mezzanine storage area) in the Shopping Center. Notwithstanding anything to the contrary contained herein, if Tenant commences business operations in a portion (but not all) Tenant's proportionate share of the Second Expansion Premises prior to the Second Expansion Premises Rent Commencement Date, Tenant Operating Expenses for each Lease Year shall be required to pay Operating Expenses on a pro rata basis with respect to the actual rentable square footage of the Second Expansion Premises paid in which Tenant is conducting business operations, as determined by DGA. Commencing on May 1, 2015, Tenant’s Share of each earthquake deductible or occurrence of uninsured earthquake damage affecting the Premises shall not exceed $7.50 per rentable square of the Premises (including the Second Expansion Premises) (the “Current Cap”). On June 1, 2015, and monthly installments on the first day of each calendar month thereafter through in advance in an amount estimated by Landlord from time to time. Estimated payments for the Expiration Datefirst Lease Year shall be as set forth on the Data Sheet. Within one hundred and twenty (120) days or such other reasonable time after the end of each Lease Year, Landlord shall furnish Tenant with a statement of the actual amount of Tenant's proportionate share of the Operating Expenses for such period, but failure by Landlord to furnish such statement within such period shall not relieve Tenant of its obligations to make the payment due hereunder. In the event the total of Xxxxxx's monthly installments for any Lease Year does not equal Tenant's proportionate share as shown on such statement, then Tenant shall, within thirty (30) days of receipt of such statement, pay Landlord any deficiency or Landlord upon receipt of such annual statement shall issue to Tenant a credit invoice for such excess, as the case may be. For any period within the Term of this Lease that is less than a full year, the Current Cap annual charge shall be reduced prorated by $0.125 per rentable square foot multiplying the Operating Expenses for such year by a fraction, the numerator of which shall be the Premises (including number of days of such year during which the Second Expansion Premises). Following earthquake damage to the Project during the period between April 1, 2015, Term of this Lease was in effect and the April 30, 2020, Tenant denominator shall pay Tenant’s Share of any such deductible or uninsured damage in equal monthly installments amortized over the balance of the Base Term. For the avoidance of doubt, the existing caps of insurance deductibles and uninsured earthquake damage set forth in the third full paragraph of Section 5 of the Lease shall apply through April 30, 2015, and the caps provided for in this paragraph shall apply from May 1, 2015, through April 30, 2020, and shall thereafter be of no further force or effectthree hundred sixty five (365).

Tenant’s Share of Operating Expenses. Tenant shall continue to pay Operating Expenses as provided for in the Lease through the FEP OPEX Adjustment Date (as defined below). Commencing on the earlier of the (i) date that Tenant commences business operations in all of the Second Fourth Expansion Premises, or (ii) the Second Fourth Expansion Premises Rent Commencement Date (either, the “FEP OPEX Adjustment Date”), TenantDate”),Tenant’s Share of Operating Expenses payable by Tenant under the Lease shall be increased by 9.82%17.62% and Tenant shall commence paying Operating Expenses with respect to the Fourth Expansion Premises, and commencing on May 1, 2015the FEP OPEX Adjustment Date, the total Tenant’s Share of Operating Expenses which shall be payable by Tenant under the Lease shall be equal to 45.3169.46%. Notwithstanding anything to the contrary contained herein, if Tenant commences business operations in a portion (but not all) of the Second Fourth Expansion Premises prior to the Second Fourth Expansion Premises Rent Commencement Date, Tenant shall be required to pay Operating Expenses on a pro rata basis with respect to the actual rentable square footage of the Second Fourth Expansion Premises in which Tenant is conducting business operations, as determined by DGA. Commencing on May As of September 1, 2015, Tenant’s Share of each earthquake deductible or occurrence of uninsured earthquake damage affecting the Premises shall not exceed $7.50 7.00 per rentable square of the Premises (including the Second Fourth Expansion PremisesPremises only once the Fourth Expansion Premises Commencement Date has occurred) (the “Current Cap”). On June October 1, 2015, and on the first day of each month thereafter through the Expiration DateApril 30, 2020, the Current Cap shall be reduced by $0.125 per rentable square foot of the Premises (including the Second Fourth Expansion PremisesPremises only once the Fourth Expansion Premises Commencement Date has occurred). Following earthquake damage to the Project during the period between April September 1, 2015, and the April 30, 2020, Tenant shall pay Tenant’s Share of any such deductible or uninsured damage in equal monthly installments amortized over the balance of the Base Term. For the avoidance of doubt, the existing caps of insurance deductibles and uninsured earthquake damage set forth in the third full paragraph of Section 5 of the Lease shall apply through April 30, 2015, and the caps provided for in this paragraph shall apply from May September 1, 2015, through April 30, 2020, and shall thereafter be of no further force or effect.