Common use of Tenant’s Pro Rata Share Clause in Contracts

Tenant’s Pro Rata Share. Except as otherwise provided herein, Tenant's Pro Rata Share, as used in this Lease, shall be an amount calculated by multiplying the amount of the costs, expenses or charges being prorated by a fraction whose numerator is the total number of square feet of floor area leased by Tenant in the Leased Premises and whose denominator is the total number of square feet of leasable floor area in the Offices and the Warehouse and any other building now or hereafter constructed on the Land, except that for purposes of calculating Tenant's share of Common Outside Area Expenses (as opposed to CAM Charges), Tenant's Pro Rata Share shall be 25%. The total number of leasable square feet of floor area in the Offices and the Warehouse on the Commencement Date is 580,140 square feet. Based on the foregoing, Tenant's Pro Rata Share shall be 9.98%. Any change in floor area resulting from construction by Landlord of an addition to or expansion or reduction of the Leased Premises or the Warehouse will be included in the calculation of floor area for purposes of this Section and, in such case, Tenant's Pro Rata Share (both the 9.98% and the 25%) will be adjusted accordingly. The architect in charge of the construction of such addition, expansion or reduction shall certify to Landlord and Tenant the square footage of the addition, expansion or reduction by measuring from the exterior faces of exterior walls or, if none, to the center of any demising partition, without deduction for columns or structural elements. Notwithstanding the preceding provisions of this Section, for purposes of more fairly allocating costs among tenants, in calculating Tenant's Pro Rata Share, any CAM Charges or Common Outside Area Expenses which can be reasonably attributed only to the Leased Premises or the Warehouse, or to a particular portion thereof, shall be allocated in the reasonable discretion of Landlord to the tenant or tenants in that portion of the Buildings.

Tenant’s Pro Rata Share. Except as otherwise provided herein, “Tenant's ’s Pro Rata Share” shall mean the percentage set forth in the Summary as Tenant’s Pro Rata Share which is the percentage derived by dividing the approximate Floor Area of the Demised Premises, as used initially set forth in the Summary, by the approximate Floor Area of the Building or the Project, as the case may be, as initially set forth in the Summary. Landlord and Tenant agree that such approximations of Floor Area of the Demised Premises, the Building and the Project are reasonable, and that the calculations of Basic Rent and Tenant’s Pro Rata Share based on such approximations are not subject to revision under any circumstances, except as expressly provided in this LeaseSection 4.6. If the Floor Area of the Demised Premises, the Building, or the Project are ever remeasured, the result may only be used to adjust the identification thereof, and neither Landlord nor Tenant shall be entitled to claim an amount calculated by multiplying increase or decrease in the amount of the costs, expenses or charges being prorated by a fraction whose numerator is the total number of square feet of floor area leased by Tenant monthly Basic Rent specified in the Leased Premises and whose denominator is Summary or the total number amount of square feet of leasable floor area Tenant’s Pro Rata Share specified in the Offices and Summary based upon such remeasurement. The Demised Premises shall be approximately as depicted in the Warehouse and Space Plan, provided, however, in no event shall Landlord be liable to Tenant or Tenant have any claims or rights against Landlord if the actual Floor Area of the Demised Premises is different than the estimated Floor Area of the Demised Premises herein provided. Notwithstanding anything to the contrary, if Landlord from time to time increases or reduces the Floor Area of the Building or constructs additional building(s) upon the Land or the Project, as the case may be, then Landlord shall recalculate Tenant’s Pro Rata Share using the formulas hereinabove set forth based upon the added or reduced Floor Area. Landlord shall be entitled to provide services for the Common Facilities for either the Building or the Project, as Landlord determines from time to time. Landlord shall be entitled to charge from time to time all or any item of the Common Facilities Charges, Taxes, Landlord’s Insurance, or any other building now or hereafter constructed Additional Rent on the Landbasis of either the Building or the Project. For all items to be charged for the Building, except that the Tenant’s Pro Rata Share of the Building shall be used and, for all items relating to the Project, Tenant’s Pro Rata Share of the Project shall be used for the purposes of calculating Tenant's share of Common Outside Area Expenses (such items, as opposed to CAM Charges), Tenant's Pro Rata Share shall be 25%. The total number of leasable square feet of floor area in the Offices and the Warehouse on the Commencement Date is 580,140 square feet. Based on the foregoing, Tenant's Pro Rata Share shall be 9.98%. Any change in floor area resulting from construction determined by Landlord of an addition to or expansion or reduction of the Leased Premises or the Warehouse will be included in the calculation of floor area for purposes of this Section and, in such case, Tenant's Pro Rata Share (both the 9.98% and the 25%) will be adjusted accordingly. The architect in charge of the construction of such addition, expansion or reduction shall certify to Landlord and Tenant the square footage of the addition, expansion or reduction by measuring from the exterior faces of exterior walls or, if none, to the center of any demising partition, without deduction for columns or structural elements. Notwithstanding the preceding provisions of this Section, for purposes of more fairly allocating costs among tenants, in calculating Tenant's Pro Rata Share, any CAM Charges or Common Outside Area Expenses which can be reasonably attributed only to the Leased Premises or the Warehouse, or to a particular portion thereof, shall be allocated in the reasonable discretion of Landlord to the tenant or tenants in that portion of the BuildingsLandlord.

Tenant’s Pro Rata Share. Except For the year 1996 hereinafter referred to as otherwise provided hereinthe “Base Year”, Tenant's Tenant shall not be responsible for a Pro Rata ShareShare of those Operating Expenses incurred during the Base Year. As soon as practical after the culmination of the Base Year and any succeeding calendar year during the Lease Term, as Landlord shall provide to Tenant a good-faith estimate of Landlord’s Operating Expenses for the forthcoming year (“Estimated Operating Expense”). Beginning with January, 1997, in addition to the Base Rent, Tenant shall pay in advance on the first day of each calendar month during the Lease Term, installments equal to one-twelfth (1/12th) of Tenant’s Pro Rata Share of the Estimated Operating Expense for that year that exceeds the Base Year. Within one hundred fifty (150) days after the end of each calendar year during the Term, Landlord shall furnish to Tenant a statement certified by Landlord of the Actual Operating Expense (defined in Section 3.03 hereof) for the immediately preceding calendar year, which statement shall specify the various types of Operating Expenses and set forth Landlord’s calculations of Tenant’s Pro Rata Share thereof. If Tenant’s Pro Rata Share of the Estimated Operating Expense paid to Landlord during the previous calendar year exceeds Tenant’s Pro Rata Share of the Actual Operating Expense, then Landlord shall credit the difference to Tenant’s monthly Base Rent and Pro Rata Share payment until the difference has been set off or refund such difference to Tenant within fifteen (15) days after Landlord furnishes such statement to Tenant, at Tenant’s option. If Tenant’s Pro Rata Share of the estimated Operating Expense paid to Landlord during the previous calendar year falls short of Tenant’s Pro Rata Share of Actual Operating Expense, then within fifteen (15) days after Landlord furnishes such statement to Tenant, Tenant shall make a lump sum payment to Landlord equal to Tenant’s Pro Rata Share of the positive difference between the Actual Operating Expense and the Estimated Operating Expense theretofore paid by Tenant. As used in this Lease, the term “Rent” shall refer collectively to the Base Rent and all rental adjustments. If the lease Term commences on a day other than the first day of the month or calendar year, or terminates on a day other than the last day of a month or calendar year, then Tenant shall be an amount calculated by multiplying the amount required to pay only a pro rata portion of the costsinstallments and adjustments of rent due for such month or year. In the event that Tenant disagrees with Landlord’s computation of Operating Expenses, expenses or charges being prorated Tenant shall have the right exercisable within two (2) years following Tenant’s receipt of Landlord’s statement of Actual Operating Expense for the immediately preceding calendar year and upon advance scheduling with Landlord, to have Landlord’s books and records relating to Operating Expenses audited by a fraction whose numerator nationally recognized independent certified public accountant firm selected by Tenant. Such auditor may audit such books and records for any period within the term of this Lease that is not more than two (2) years prior to the total number review. No audits by contingency fee based consultants shall be permitted. However, the nationally recognized independent certified public accountant firm conducting any such audit may utilize certain consultants who are compensated on a contingency fee basis to assist such firm’s overall audit team. Audits will be conducted at the location where such books and records are customarily maintained and only during normal business hours. No books or records may be removed from the audit location. Copies of square feet Landlord’s records shall be made at Tenant’s or such auditor’s expense and Landlord shall only be obligated to provide the reasonable, non-exclusive use of floor area leased its copier(s) to such auditor. In the event such audit determines that Landlord’s computations were erroneous, an appropriate adjustment shall be made between Landlord and Tenant. If such audit determines that Tenant was overcharged by more than five percent (5%), Landlord shall promptly reimburse Tenant for all reasonable costs and expenses incurred by Tenant in the Leased Premises and whose denominator is the total number of square feet of leasable floor area in the Offices and the Warehouse and any other building now or hereafter constructed on the Land, except that for purposes of calculating Tenant's share of Common Outside Area Expenses (as opposed to CAM Charges), Tenant's Pro Rata Share shall be 25%. The total number of leasable square feet of floor area in the Offices and the Warehouse on the Commencement Date is 580,140 square feet. Based on the foregoing, Tenant's Pro Rata Share shall be 9.98%. Any change in floor area resulting from construction by Landlord of an addition to or expansion or reduction of the Leased Premises or the Warehouse will be included in the calculation of floor area for purposes of this Section and, in connection with such case, Tenant's Pro Rata Share (both the 9.98% and the 25%) will be adjusted accordingly. The architect in charge of the construction of such addition, expansion or reduction shall certify to Landlord and Tenant the square footage of the addition, expansion or reduction by measuring from the exterior faces of exterior walls or, if none, to the center of any demising partition, without deduction for columns or structural elements. Notwithstanding the preceding provisions of this Section, for purposes of more fairly allocating costs among tenants, in calculating Tenant's Pro Rata Share, any CAM Charges or Common Outside Area Expenses which can be reasonably attributed only to the Leased Premises or the Warehouse, or to a particular portion thereof, shall be allocated in the reasonable discretion of Landlord to the tenant or tenants in that portion of the Buildingsaudit.

Tenant’s Pro Rata Share. Except Tenant shall pay, as otherwise Additional Rent, its pro rata share of the Operating Expenses of the office portion of the Building, as reasonably allocated by Landlord. Upon request, Landlord shall provide its allocation figures to Tenant. Tenant's pro rata share of the Operating Expenses of the office portion of the Building for each Operating Year shall be equal to the actual Operating Expenses for each Operating Year multiplied by Tenant's percentage (as specified in the Basic Lease Information, and as adjusted as provided herein). The term "TENANT'S PERCENTAGE" shall mean a percentage, Tenant's Pro Rata Share, as used the numerator of which is the number of rentable square feet in this Lease, shall be an amount calculated by multiplying the amount Premises and the denominator of the costs, expenses or charges being prorated by a fraction whose numerator which is the total number of rentable square feet of floor area leased by Tenant the office portion of the Building, whether or not such space is actually rented. The Tenant's percentage (as specified in the Leased Premises Basic Lease Information, and whose denominator is adjusted as provided herein) shall be changed from time to time to reflect any change in the total number of rentable square feet of leasable floor area footage in the Offices office portion of the Building. During the periods when the Building is not fully occupied, Landlord shall reasonably adjust Operating Expenses to reflect the costs that would normally have been incurred had the Building been fully occupied for the entire period and the Warehouse Building had been fully assessed for property tax purposes ; provided, however, Landlord shall not collect or be entitled to collect Operating Expenses from all of its tenants in an amount which is in excess of one hundred percent (100%) of the Operating Expenses actually paid by Landlord in connection with the operation of the Building and any other building now or hereafter constructed on the Land, except that for purposes Landlord shall make no profit from Landlord's collection of calculating Tenant's share of Common Outside Area Expenses (as opposed to CAM Charges), Tenant's Pro Rata Share Operating Expenses. The Building shall be 25considered fully occupied when occupancy reaches ninety percent (90%). The total number Controllable Operating Expenses, as hereinafter defined, in cumulative total, shall not materially exceed the average of leasable square feet such items of floor area Operating Expenses, in cumulative total, as reported in the Offices Building Owners and Managers Association [BOMA] International Experience Exchange Report for the Warehouse on the Commencement Date is 580,140 year in question for office buildings located in Portland, Oregon between 300,000 to 599,000 square feet. Based on the foregoing, Tenant's Pro Rata Share Controllable Operating Expenses shall be 9.98%those items of Operating Expenses that are within Landlord's reasonable control. Any change in floor area resulting from construction by Landlord of an addition to or expansion or reduction of the Leased Premises or the Warehouse will be included in the calculation of floor area for purposes of this Section andControllable Operating Expenses shall exclude items that are not within Landlord's reasonable control such as Taxes, in such case, Tenant's Pro Rata Share (both the 9.98% utilities and the 25%) will be adjusted accordingly. The architect in charge of the construction of such addition, expansion or reduction shall certify to Landlord and Tenant the square footage of the addition, expansion or reduction by measuring from the exterior faces of exterior walls or, if none, to the center of any demising partition, without deduction for columns or structural elements. Notwithstanding the preceding provisions of this Section, for purposes of more fairly allocating costs among tenants, in calculating Tenant's Pro Rata Share, any CAM Charges or Common Outside Area Expenses which can be reasonably attributed only to the Leased Premises or the Warehouse, or to a particular portion thereof, shall be allocated in the reasonable discretion of Landlord to the tenant or tenants in that portion of the Buildingsinsurance.

Tenant’s Pro Rata Share. Except as otherwise provided hereinof Taxes shall not include (i) any special assessments relating to the construction of any improvements (including site work, signals, utilities xxx xxxx xxx/xx xxxxxx improvements) at or related to the Shopping Center, or (ii) any special assessments which are levied or assessed prior to the Execution Date, or (iii) any taxes or special assessments related to any Outlot. Taxes shall be deemed "due and payable" on the last date which such Taxes may be paid without being considered delinquent. In no event shall Tenant have any obligation whatsoever to pay any Taxes which are due and payable prior to the Rent Commencement Date or after the last day of the Lease term, even if such Taxes were levied or assessed during the Lease term and/or were levied or assessed with respect to any calendar year included (wholly or partially) within the Lease term. Landlord shall use its best efforts to apply for and obtain any available tax abatements or credits relating to Taxes. If Landlord obtains a TIF or similar tax abatement for the Premises, then Tenant agrees that Tenant's Pro Rata Share, as used Share of Taxes during the period when such abatement is in this Lease, effect (not to exceed ten (10) years) shall be an amount calculated paid to Landlord to partially reimburse Landlord for the cost of off-site improvements previously paid for and installed by multiplying Landlord for the benefit of the Shopping Center. Landlord shall not enter into any tax increment financing agreement or any other agreement requiring payment of a minimum amount of Taxes, if the costsTaxes payable would be higher by signing the agreement, expenses without Tenant's prior written consent, which will not be unreasonably withheld or charges being prorated by delayed, or unless Landlord agrees to pay the increased taxes. Tenant shall pay Tenant's Pro Rata Share of Taxes within 30 days after Tenant receives from Landlord an invoice therefor, together with computations demonstrating Tenant's Pro Rata Share thereof. Tenant shall pay any personal property taxes imposed on trade fixtures or other personal property located at the Premises, but not any personal property taxes imposed on fixtures or other personal property located anywhere but the Premises. Landlord shall promptly notify Tenant of any increase in Taxes. If Landlord chooses not to protest or seek a fraction whose numerator is the total number reduction in taxes, Tenant, at its option and in Landlord's name, may protest or seek a reduction or recovery of square feet of floor area leased any Tax. Landlord shall render to Tenant all assistance reasonably possible, including joining in and signing any protest or pleading Tenant may request. The cost incurred by Tenant in of any protest or suit shall be deducted from the Leased Premises savings and whose denominator is the total number retained by Tenant. Tenant shall receive Tenant's Pro Rata Share of square feet any savings, net of leasable floor area in the Offices and the Warehouse and any other building now or hereafter constructed on the Landexpenses, effected (except that for purposes Tenant shall receive one hundred percent (100%) of calculating any net savings on Taxes on Tenant's share trade fixtures and other personal property); provided, however, that Tenant shall not receive any reduction in Tenant's Pro Rata Share by virtue of Common Outside Area Expenses (as opposed to CAM Charges), the TIF or similar tax abatement for the Premises. Any costs in excess of the savings shall be Tenant's obligation. Any savings remaining after deducting the cost and Tenant's Pro Rata Share shall be 25%distributed to Landlord. The total number of leasable square feet of floor area in Landlord shall use reasonable commercial efforts to cause the Offices Shopping Center to be assessed as a separate tax parcel. Tenant, at Tenant's option, may apply for the Premises and the Warehouse Supermarket Parking Lot to be assessed as a separate tax parcel. If the Premises and the Supermarket Parking Lot are assessed as separate tax parcels, Tenant shall pay only those Taxes which are due and payable on the Commencement Date is 580,140 square feet. Based on the foregoingsuch separate parcel, and Tenant shall have no further obligation to pay any Taxes or Tenant's Pro Rata Share shall be 9.98%. Any change in floor area resulting from construction by Landlord of an addition to or expansion or reduction any Taxes on the remainder of the Leased Premises or the Warehouse will be included in the calculation of floor area for purposes of this Section and, in such case, Tenant's Pro Rata Share (both the 9.98% and the 25%) will be adjusted accordingly. The architect in charge of the construction of such addition, expansion or reduction shall certify to Landlord and Tenant the square footage of the addition, expansion or reduction by measuring from the exterior faces of exterior walls or, if none, to the center of any demising partition, without deduction for columns or structural elements. Notwithstanding the preceding provisions of this Section, for purposes of more fairly allocating costs among tenants, in calculating Tenant's Pro Rata Share, any CAM Charges or Common Outside Area Expenses which can be reasonably attributed only to the Leased Premises or the Warehouse, or to a particular portion thereof, shall be allocated in the reasonable discretion of Landlord to the tenant or tenants in that portion of the BuildingsShopping Center.

Tenant’s Pro Rata Share. Except Throughout the entire Lease Term, Tenant shall pay, as otherwise Additional Rent, Xxxxxx’s Pro Rata Share of the Operating Expenses and Taxes. If in any Operating Year Tenant occupies the Premises or any portion thereof for less than the full Operating Year, Xxxxxx’s Pro Rata Share of Operating Expenses and Taxes shall be prorated accordingly. “Tenant’s Percentage” of purposes of Taxes shall be determined in accordance with Section 5.4 above. “Tenant’s Percentage” for purposes of Operating Expenses shall mean a percentage, the numerator of which is the Floor Area of the Premises and the denominator of which is the total Floor Area of the buildings in the Project, whether or not such space is actually rented. The initial Tenant’s Percentage is specified in Section 1.15 of the Basic Lease Information. The Tenant’s Percentage (as specified in Section 1.15 of the Basic Lease Information and adjusted as provided herein, ) may be changed from time to time to reflect any change in the total rentable square footage in the buildings in the Project. “Tenant's ’s Pro Rata Share” shall mean Tenant’s Percentage multiplied by the total Operating Expenses and Taxes for the applicable Operating Year. Landlord shall have the right to create different pools of Operating Expenses based upon services provided to particular tenants or occupants in the Project (such as allocating costs within tenants in the Building), as used in this Lease, which event Tenant’s Percentage shall be an amount calculated by multiplying the amount of the costs, expenses or charges being prorated by a fraction whose numerator is the total number of square feet of floor area leased by Tenant in the Leased Premises and whose denominator is the total number of square feet of leasable floor area in the Offices and the Warehouse and any other building now or hereafter constructed on the Land, except that adjusted for purposes of calculating any pool of Operating Expenses in which Tenant is included based on the total Floor Area of the tenants or occupants in the Project included in such pool. [Notwithstanding anything to the contrary, in no event shall Tenant's share of Common Outside Area Expenses (as opposed to CAM Charges), Tenant's ’s Pro Rata Share of “controllable” Operating Expenses due and payable for subsequent Operating Years after the first Operating Year increase by more than five percent (5%) per annum on a cumulative basis (“CAM Cap”). For purposes hereof, “controllable” Operating Expenses shall be 25%not include amounts paid by Landlord for insurance premiums, utilities serving the Common Areas, Taxes, non-recurring expenses or security. The total number During any Extension Term, if Tenant exercises an Extension Option, the CAM Cap shall not apply during the first Operating Year of leasable square feet of floor area in the Offices any Extension Term and the Warehouse on the Commencement Date is 580,140 square feet. Based on the foregoing, Tenant's ’s Pro Rata Share of Operating Expenses shall be 9.98%. Any change based upon and reset to the actual Operating Expenses, but the CAM Cap (adjusted to the actual Operating Expenses for the initial Operating Year during the Extension Option and increasing as set forth above thereafter, shall apply with respect to increases in floor area resulting from construction by Landlord of an addition to or expansion or reduction of the Leased Premises or the Warehouse will be included in the calculation of floor area for purposes of this Section and, in such case, Tenant's ’s Pro Rata Share (both the 9.98% and the 25%) will be adjusted accordingly. The architect of Operating Expenses for each subsequent Operating Year in charge of the construction of such addition, expansion or reduction shall certify to Landlord and Tenant the square footage of the addition, expansion or reduction by measuring from the exterior faces of exterior walls or, if none, to the center of any demising partition, without deduction for columns or structural elements. Notwithstanding the preceding provisions of this Section, for purposes of more fairly allocating costs among tenants, in calculating Tenant's Pro Rata Share, any CAM Charges or Common Outside Area Expenses which can be reasonably attributed only to the Leased Premises or the Warehouse, or to a particular portion thereof, shall be allocated in the reasonable discretion of Landlord to the tenant or tenants in that portion of the BuildingsExtension Term.]

Tenant’s Pro Rata Share. Except Throughout the entire Lease Term, Tenant shall pay, as otherwise Additional Rent, Tenant’s Pro Rata Share of the Operating Expenses and Taxes. If in any Operating Year Tenant occupies the Premises or any portion thereof for less than the full Operating Year, Tenant’s Pro Rata Share of Operating Expenses and Taxes shall be prorated accordingly. “Tenant’s Percentage” of purposes of Taxes shall be determined in accordance with Section 5.4 above. “Tenant’s Percentage” for purposes of Operating Expenses shall mean a percentage, the numerator of which is the Floor Area of the Premises and the denominator of which is the total Floor Area of the buildings in the Project, whether or not such space is actually rented. The initial Tenant’s Percentage is specified in Section 1.15 of the Basic Lease Information. The Tenant’s Percentage (as specified in Section 1.15 of the Basic Lease Information and adjusted as provided herein, ) may be changed from time to time to reflect any change in the total rentable square footage in the buildings in the Project. “Tenant's ’s Pro Rata Share” shall mean Tenant’s Percentage multiplied by the total Operating Expenses and Taxes for the applicable Operating Year. Landlord shall have the right to create different pools of Operating Expenses based upon services provided to particular tenants or occupants in the Project (such as allocating costs within tenants in the Building), as used in this Lease, which event Tenant’s Percentage shall be an amount calculated by multiplying the amount of the costs, expenses or charges being prorated by a fraction whose numerator is the total number of square feet of floor area leased by Tenant in the Leased Premises and whose denominator is the total number of square feet of leasable floor area in the Offices and the Warehouse and any other building now or hereafter constructed on the Land, except that adjusted for purposes of calculating any pool of Operating Expenses in which Tenant is included based on the total Floor Area of the tenants or occupants in the Project included in such pool. [Notwithstanding anything to the contrary, in no event shall Tenant's share of Common Outside Area Expenses (as opposed to CAM Charges), Tenant's ’s Pro Rata Share of “controllable” Operating Expenses due and payable for subsequent Operating Years after the first Operating Year increase by more than five percent (5%) per annum on a cumulative basis (“CAM Cap”). For purposes hereof, “controllable” Operating Expenses shall be 25%not include amounts paid by Landlord for insurance premiums, utilities serving the Common Areas, Taxes, non-recurring expenses or security. The total number During any Extension Term, if Tenant exercises an Extension Option, the CAM Cap shall not apply during the first Operating Year of leasable square feet of floor area in the Offices any Extension Term and the Warehouse on the Commencement Date is 580,140 square feet. Based on the foregoing, Tenant's ’s Pro Rata Share of Operating Expenses shall be 9.98%. Any change based upon and reset to the actual Operating Expenses, but the CAM Cap (adjusted to the actual Operating Expenses for the initial Operating Year during the Extension Option and increasing as set forth above thereafter, shall apply with respect to increases in floor area resulting from construction by Landlord of an addition to or expansion or reduction of the Leased Premises or the Warehouse will be included in the calculation of floor area for purposes of this Section and, in such case, Tenant's ’s Pro Rata Share (both the 9.98% and the 25%) will be adjusted accordingly. The architect of Operating Expenses for each subsequent Operating Year in charge of the construction of such addition, expansion or reduction shall certify to Landlord and Tenant the square footage of the addition, expansion or reduction by measuring from the exterior faces of exterior walls or, if none, to the center of any demising partition, without deduction for columns or structural elements. Notwithstanding the preceding provisions of this Section, for purposes of more fairly allocating costs among tenants, in calculating Tenant's Pro Rata Share, any CAM Charges or Common Outside Area Expenses which can be reasonably attributed only to the Leased Premises or the Warehouse, or to a particular portion thereof, shall be allocated in the reasonable discretion of Landlord to the tenant or tenants in that portion of the BuildingsExtension Term.]

Tenant’s Pro Rata Share. Except as otherwise provided herein, “Tenant's ’s Pro Rata Share” shall mean the percentage set forth in the Summary as Tenant’s Pro Rate Share which is the percentage derived by dividing the approximate Floor Area of the Demised Premises, as used initially set forth in the Summary, by the approximate Floor Area of the Building or the Project, as the case may be as initially set forth in the Summary. Landlord and Tenant agree that such approximations of Floor Area of the Demised Premises, the Building and the Project are reasonable, and that the Calculations of Basic Rent and Tenant’s Pro Rate Share based on such approximations are not subject to revision under any circumstances, except as expressly provided in this LeaseSection 4.6. If the Floor Area of the Demised Premises, the Building, or the Project are ever remeasured, the result may only be used to adjust the identification thereof, and neither Landlord nor Tenant shall be entitled to claim an amount calculated by multiplying increase or decrease in the amount of the costs, expenses or charges being prorated by a fraction whose numerator is the total number of square feet of floor area leased by Tenant Monthly Basic Rent Specified in the Leased Premises and whose denominator is Summary of the total number amount of square feet of leasable floor area Tenant’s Pro Rate Share specified in the Offices and Summary based upon such remeasurement. The Demised Premises shall be approximately as depicted in the Warehouse and Space Plan; provided, however, in no event shall Landlord be liable to Tenant or Tenant have any claims or rights against Landlord if the actual Floor Area of the Demised Premises is different than the estimated Floor Area of the Demised Premises herein provided. Notwithstanding anything to the contrary, if Landlord from time to time constructs additional building(s) upon the Land or the Project, as the case may be, then Landlord shall recalculate Tenant’s Pro Rata Share using the formulas hereinabove set forth based upon the added or reduced Floor Area. Landlord may not increase or decrease Floor Area of the Building. Landlord shall be entitled to provide services for the Common Facilities for either the Building or the Project, as Landlord determines from time to time. Landlord shall be entitled to charge from time to time all or any item of the Common Facilities Charges, Taxes, Landlord’s Insurance, or any other building now or hereafter constructed Additional Rent on the Landbasis of either the Building or the Project, except that which will be charged during the Lease Term in a consistent manner. For all items to be charged for the Building, the Tenant’s Pro Rata Share of the Building shall be used and, for all items relating to the Project, Tenant’s Pro Rata Share of the Project shall be used for the purposes of calculating Tenant's share of Common Outside Area Expenses (such items, as opposed to CAM Charges), Tenant's Pro Rata Share shall be 25%. The total number of leasable square feet of floor area reasonably and in the Offices and the Warehouse on the Commencement Date is 580,140 square feet. Based on the foregoing, Tenant's Pro Rata Share shall be 9.98%. Any change in floor area resulting from construction a consistent manner determined by Landlord of an addition to or expansion or reduction of the Leased Premises or the Warehouse will be included in the calculation of floor area for purposes of this Section and, in such case, Tenant's Pro Rata Share (both the 9.98% and the 25%) will be adjusted accordingly. The architect in charge of the construction of such addition, expansion or reduction shall certify to Landlord and Tenant the square footage of the addition, expansion or reduction by measuring from the exterior faces of exterior walls or, if none, to the center of any demising partition, without deduction for columns or structural elements. Notwithstanding the preceding provisions of this Section, for purposes of more fairly allocating costs among tenants, in calculating Tenant's Pro Rata Share, any CAM Charges or Common Outside Area Expenses which can be reasonably attributed only to the Leased Premises or the Warehouse, or to a particular portion thereof, shall be allocated in the reasonable discretion of Landlord to the tenant or tenants in that portion of the BuildingsLandlord.

Tenant’s Pro Rata Share. Except Throughout the entire Lease Term, Tenant ----------------------- shall pay, as otherwise Additional Rent, its pro rata share of the increase in Operating Expenses of the Building, if any, over the Operating Expenses for the Base Year. Tenant's pro rata share of the increase in Operating Expenses of the Building for each Operating Year shall be calculated as follows: the Operating Expenses for each Operating Year less the Operating Expenses for the Base Year shall be multiplied by Xxxxxx's Percentage (as specified in the Basic Lease Information, and as adjusted as provided herein). If in any Operating Year Tenant occupies the Premises for less than the full Operating Year, then the product from the foregoing multiplication shall be multiplied by the percentage of the Operating Year in which Tenant occupied the Premises. "Tenant's Pro Rata SharePercentage" shall mean a percentage, as used in this Lease, shall be an amount calculated by multiplying the amount numerator of which is the number of rentable square feet of the costs, expenses or charges being prorated by a fraction whose numerator leased Premises and the denominator of which is the total number of rentable square feet of floor area leased by Tenant the Building, whether or not such space is actually rented. The Tenant's Percentage (as specified in the Leased Basic Lease Information, and adjusted as provided herein) shall be changed from time to time to reflect any change in the total rentable square footage in the Building. All calculations of rentable area shall be on the basis as originally used to determine the rentable area shown in the Basic Lease Information so long as the basis for measuring the Premises and whose denominator is the total number of square feet of leasable floor area in Building are the Offices and the Warehouse and any other building now or hereafter constructed on the Land, except that for purposes of calculating Tenant's share of Common Outside Area Expenses (as opposed to CAM Charges), Tenant's Pro Rata Share shall be 25%. The total number of leasable square feet of floor area in the Offices and the Warehouse on the Commencement Date is 580,140 square feet. Based on the foregoing, Tenant's Pro Rata Share shall be 9.98%. Any change in floor area resulting from construction by Landlord of an addition to or expansion or reduction of the Leased Premises or the Warehouse will be included in the calculation of floor area for purposes of this Section same and, in such case, Tenant's Pro Rata Share (both the 9.98% and the 25%) will be adjusted accordingly. The architect in charge of the construction of such addition, expansion or reduction shall certify to Landlord and Tenant the square footage of the addition, expansion or reduction by measuring from the exterior faces of exterior walls or, if none, to the center of not at any demising partition, without deduction for columns or structural elements. Notwithstanding the preceding provisions of this Section, for purposes of more fairly allocating costs among tenants, in calculating Tenant's Pro Rata Share, any CAM Charges or Common Outside Area Expenses which can be reasonably attributed only to the Leased Premises or the Warehouse, or to a particular portion thereoftime, shall be allocated adjusted appropriately. During the periods when the Building is not fully occupied, Landlord shall reasonably adjust Operating Expenses to reflect the costs that would normally have been incurred had the Building been fully occupied for the entire period and the Building had been fully assessed for property tax purposes. Such adjustment shall not apply to fixed costs and Landlord shall provided Tenant with a detailed accounting of any such adjustment. If such adjustment results in Landlord receiving as Operating Expenses more than Xxxxxxxx's actual Operating Expenses for any given year, Landlord shall be obligated to return such excess to tenants in the reasonable discretion Building, ratably, in accordance with Section 5.4. The Building shall be considered fully occupied when occupancy reaches ninety percent (90%). If during any Operating Year the tenant of any space in the Building performs work or services therein pursuant to a written agreement between Landlord and such tenant in lieu of having Landlord perform the same and the cost thereof would have been included in Landlord's Operating Expenses, then in any such event(s), at Landlord's option, the Operating Expenses for such Operating Year shall be adjusted to reflect the Operating Expenses that would have been incurred if Landlord had performed such work or services, as the case may be. In the event Operating Expenses are decreased as a result of extraordinary changes then the Base Year Operating Expenses shall be correspondingly reduced. An extraordinary change shall mean changes unrelated to the tenant or tenants in that portion normal inflation and deflation of the Buildingscost of goods and services making up the Operating Expenses, such as a change in the rentable area contained in the Building resulting from condemnation, casualty, demolition, alteration or construction of the additional improvements. Any decrease in Taxes shall be considered an extraordinary change if due to any statewide property tax limitation or reduction legislation. If the total rentable area of the Building changes, Landlord shall reasonably determine a revised Tenant's Percentage reflecting the change.

Tenant’s Pro Rata Share. Except Throughout the entire Lease Term, Tenant shall pay, as otherwise provided hereinAdditional Rent, the Tenant's Pro Rata SharePercentage of the increase in Operating Expenses and Taxes for the Project, if any, over the Operating Expenses and Taxes for the applicable Base Year as used defined in this Lease, Sections 1.17 and 1.18 of the Basic Lease Information. Tenant's pro rata share of the increase in Operating Expenses and Taxes for the Project for each Operating Year shall be an amount calculated as follows: the Operating Expenses (or Taxes) for each Operating Year less the Operating Expenses for the Base Year shall be multiplied by multiplying Tenant's Percentage. If in any Operating Year Tenant occupies the amount Premises for less than the full Operating Year, then the product from the foregoing multiplication shall be multiplied by the percentage of the costsOperating Year in which Tenant occupied the Premises. "Tenant's Percentage" shall mean a percentage, expenses or charges being prorated by a fraction whose the numerator of which is the number of rentable square feet of the Premises and the denominator of which is the total number of rentable square feet of floor area leased by the Building, whether or not such space is actually rented (currently estimated at 96,211 rsf). Tenant in the Leased Premises and whose denominator is the total number of square feet of leasable floor area in the Offices and the Warehouse and any other building now or hereafter constructed on the Land, except that for purposes of calculating Tenant's share of Common Outside Area Expenses (as opposed to CAM Charges), Tenant's Pro Rata Share shall be 25%. The total number of leasable square feet of floor area in the Offices and the Warehouse on the Commencement Date is 580,140 square feet. Based on the foregoing, Tenant's Pro Rata Share shall be 9.98%. Any change in floor area resulting from construction by Landlord of an addition to or expansion or reduction of the Leased Premises or the Warehouse will be included in the calculation of floor area for purposes of this Section and, in such case, Tenant's Pro Rata Share (both the 9.98% and the 25%) will be adjusted accordingly. The architect in charge of the construction of such addition, expansion or reduction shall certify to Landlord and Tenant the square footage of the addition, expansion or reduction by measuring from the exterior faces of exterior walls or, if noneacknowledges that, to the center extent Operating Expenses do not apply to the Building exclusively, Landlord will allocate Operating Expenses of the Project to the Building based on Landlord's determination of a fair allocation of costs among the buildings at the Project on a basis consistently applied. Landlord shall not change its basis of Project Operating Costs allocation in a manner that would materially increase the percentage of Project Operating Expenses allocated to the Building, provided that this sentence applies only to Landlord's allocation method, and does not apply to changes in the results of application of Landlord's allocation methods over time. The Tenant's Percentage (as specified in the Basic Lease Information, and adjusted as provided herein) may be changed from time to time to reflect any change in the total rentable square footage in the Building. All calculations of rentable area shall be on the basis as originally used to determine the rentable area shown in the Basic Lease Information. During the periods when the Building is not fully occupied, Landlord shall reasonably adjust Operating Expenses to reflect the costs that would normally have been incurred had the Building been fully occupied for the entire period and the Building had been fully assessed for property tax purposes. The Building shall be considered fully occupied when occupancy reached ninety-five percent (95%). If during any Operating Year the tenant of any demising partitionspace in the Building performs work or services thereon pursuant to a written agreement between Landlord and such tenant in lieu of having Landlord perform the same and the cost thereof would have been included in Landlord's Operating Expenses, without deduction then in any such event(s), at Landlord's option, the Operating Expenses for columns such Operating Year shall be adjusted to reflect the Operating Expenses that would have been incurred if Landlord had performed such work or structural elementsservices, as the case may be. Notwithstanding If the preceding provisions total rentable area of this Sectionthe Building changes, for purposes of more fairly allocating costs among tenants, in calculating Landlord shall reasonably determine a revised Tenant's Pro Rata Share, any CAM Charges or Common Outside Area Expenses which can be reasonably attributed only to Percentage reflecting the Leased Premises or the Warehouse, or to a particular portion thereof, shall be allocated in the reasonable discretion of Landlord to the tenant or tenants in that portion changes as of the Buildingsdate of such change.

Tenant’s Pro Rata Share. Except Throughout the entire Lease Term, ----------------------- Tenant shall pay, as otherwise provided hereinAdditional Rent, Tenant's Pro Rata SharePercentage of the increase in Operating Expenses of the Building, as used if any, over the Operating Expenses for the Base Year. Tenant's Percentage of the increase in this Lease, Operating Expenses of the Building for each Operating Year shall be an amount calculated as follows: the Operating Expenses for each Operating Year less the Operating Expenses for the Base Year shall be multiplied by multiplying Xxxxxx's Percentage. If in any Operating Year Tenant occupies the amount Premises for less than the full Operating Year, then the product from the foregoing multiplication shall be multiplied by the percentage of the costsOperating Year in which Tenant occupied the Premises. "Tenant's Percentage" shall mean a percentage, expenses or charges being prorated by a fraction whose the numerator of which is the number of rentable square feet of the leased Premises and the denominator of which is the total number of rentable square feet of floor area leased by Tenant the Building, whether or not such space is actually rented. The Tenant's Percentage shall be changed from time to time to reflect any change in the Leased Premises and whose denominator is total rentable square footage in the total number of Building or the rentable square feet of leasable floor area in the Offices and leased Premises. If the Warehouse and any other building now or hereafter constructed on the Land, except that for purposes of calculating Tenant's share of Common Outside Area Expenses (as opposed to CAM Charges), Tenant's Pro Rata Share shall be 25%. The total number of leasable square feet of floor area in the Offices and the Warehouse on the Commencement Date is 580,140 square feet. Based on the foregoing, Tenant's Pro Rata Share shall be 9.98%. Any change in floor area resulting from construction by Landlord of an addition to or expansion or reduction of the Leased Premises or the Warehouse will be included in the calculation of floor area for purposes of this Section and, in such case, Tenant's Pro Rata Share (both the 9.98% and the 25%) will be adjusted accordingly. The architect in charge of the construction of such addition, expansion or reduction shall certify to Landlord and Tenant the rentable square footage of the additionBuilding is not fully occupied during any particular Operating Expense year including the base year, expansion Landlord shall adjust those Operating Expenses which are affected by occupancy for the particular Operating Expense year to reflect 100% occupancy. If during any Operating Year the tenant of any space in the Building performs work or services therein pursuant to a written agreement between Landlord and such tenant in lieu of having Landlord perform the same and the cost thereof would have been included in Landlord's Operating Expenses, then in any such event(s), at Landlord's option, the Operating Expenses for such Operating Year shall be adjusted to reflect the Operating Expenses that would have been incurred if Landlord had performed such work or services, as the case may be. In the event Operating Expenses are decreased as a result of extraordinary changes then the Base Year Operating Expenses shall be correspondingly reduced. An extraordinary change shall mean changes unrelated to the normal inflation and deflation of the cost of goods and services making up the Operating Expenses, such as a change in the rentable area contained in the Building resulting from condemnation, casualty, demolition, alteration or construction of the additional improvements. Any decrease in Taxes shall be considered an extraordinary change if due to any statewide property tax limitation or reduction by measuring from legislation. If the exterior faces total rentable area of exterior walls orthe Building changes, if none, to the center of any demising partition, without deduction for columns or structural elements. Notwithstanding the preceding provisions of this Section, for purposes of more fairly allocating costs among tenants, in calculating Landlord shall reasonably determine a revised Tenant's Pro Rata Share, any CAM Charges or Common Outside Area Expenses which can be reasonably attributed only to Percentage reflecting the Leased Premises or the Warehouse, or to a particular portion thereof, shall be allocated in the reasonable discretion of Landlord to the tenant or tenants in that portion of the Buildingschange.