Common use of Additional Rent - Operating Expenses Clause in Contracts

Additional Rent - Operating Expenses. Beginning on the Sublease Commencement Date, Subtenant shall pay to Sublandlord on a monthly basis, as additional rent, an amount equal to one-twelfth (1/12) of Subtenant’s Prorata Share of Sublandlord’s good faith estimate of the cost of operating, maintaining, repairing and replacing the Hangar, including the Subleased Premises, the fuel farm and the surrounding parking areas (“Operating Expenses”), for each calendar year. For purposes of this Sublease, Operating Expenses shall also include Real Estate Taxes (defined below) and Insurance Costs (defined below). Sublandlord shall have the right, to be exercised no more than once per calendar year, to adjust in good faith Sublandlord’s estimate of Operating Expenses for such calendar year as of the first day of that calendar year and, in such event, Sublandlord shall provide Subtenant with written notice of such revised good faith estimate in reasonable detail. If Sublandlord does not provide Subtenant with written notice of such estimate prior to the beginning of a calendar year, Subtenant, upon receipt of Sublandlord’s revised good faith estimate, will remit an appropriate payment (or receive an appropriate credit) which is applicable to any prior months. Within one hundred twenty (120) days after the end of each calendar year, Sublandlord shall provide Subtenant with a written statement of Subtenant’s Prorata Share of the actual Operating Expenses for the prior calendar year (“Operating Expense Statement”). Any difference between Subtenant’s Prorata Share of the actual Operating Expenses and the monthly estimated payments made by Subtenant under this provision shall be adjusted between Sublandlord and Subtenant by an appropriate payment or credit being made within sixty (60) days after the receipt of Sublandlord’s Operating Expense Statement. The adjustment requirements of this provision shall survive the expiration or other termination of this Sublease. The amount of any adjustment which may be necessary subsequent to the expiration or other termination of this Sublease shall be paid by the appropriate party within sixty (60) days after delivery of Sublandlord’s Operating Expense Statement. Sublandlord shall maintain and make available to Subtenant records in reasonable detail setting forth the actual Operating Expenses incurred by Sublandlord and shall permit Subtenant to examine and audit such records during Sublandlord’s regular business hours. Subtenant agrees that it shall keep any and all information gained from such audit confidential and Subtenant may use such information only in dealing directly with Sublandlord. Should Subtenant have a good faith dispute as to the determination of actual Operating Expenses for any calendar year, and should such dispute not be resolved between Sublandlord and Subtenant within sixty (60) days after Sublandlord receives written notice thereof, then either party may submit the dispute for arbitration to a mutually agreeable certified public accountant. The decision of such accountant shall be conclusive and binding on the parties. The costs and expenses incurred with respect to such arbitration shall be borne by the party against whom a decision is rendered, unless the arbitrator shall otherwise decide. Sublandlord shall timely pay all real estate taxes and/or assessments for which Sublandlord is responsible under the Master Lease (“Real Estate Taxes”). Subtenant shall reimburse Sublandlord for Subtenant’s Prorata Share of Real Estate Taxes on a monthly basis as a part of Operating Expenses. Subtenant shall also reimburse Sublandlord, on a monthly basis, for Subtenant’s Prorata Share of the cost of the casualty insurance (“Insurance Costs”) that Sublandlord maintains on the Hangar.

Additional Rent - Operating Expenses. Beginning During the Term, commencing on the Sublease Commencement DateJanuary 1, Subtenant 2007, Tenant shall pay to Sublandlord on a monthly basisLandlord, as additional rentrent on account of Operating Expenses, an amount the product equal to one-twelfth (1/12a) Tenant’s Rentable Floor Area multiplied by (b) the increase, if any, in Operating Expenses per square foot of Subtenant’s Prorata Share Building Rentable Floor Area for each calendar year (or ratable portion thereof) included in the Term over the Base Amount for Operating Expenses set forth in Section 1.1 (or comparable ratable portion thereof for a partial year included in the Term). Operating Expenses are described in Exhibit E.3. Operating Expenses per square foot of Sublandlord’s good faith estimate Building Rentable Floor Area shall be calculated for each calendar year in the Term as the total Operating Expenses for such period divided by the Building Rentable Floor Area. Such additional rent on account of Operating Expenses shall be paid in advance in monthly installments on the first day of each calendar month in amounts reasonably estimated from time to time by Landlord. If at any time during the Term, Landlord provides certain services with respect to portions but not all of the cost Building that include the Premises or incurs other Operating Expenses allocable to portions of operatingthe Building that include the Premises alone, maintainingthen such Operating Expenses shall be charged entirely to those tenants, repairing including Tenant, of such portions of the Building, ratably based on the respective Rentable Floor Areas of the spaces in question and replacing notwithstanding the Hangarprovisions hereof that allocate Operating Expenses based on Building Rentable Floor Area. If, during any period for which Operating Expenses are being computed, including the Subleased Premisesyear for which the Base Amount for Operating Expenses is computed, less than the fuel farm and entire Building Rentable Floor Area (or the surrounding parking areas (“Operating Expenses”), for each calendar year. For purposes allocable portion of this Subleasethe Building to which services are provided) is occupied by tenants, Operating Expenses shall also include Real Estate Taxes (defined below) be reasonably estimated and Insurance Costs (defined below). Sublandlord extrapolated by Landlord to determine the Operating Expenses that would have been incurred if the Building were fully occupied for such year, such services were being supplied to all tenants, and such estimated and extrapolated amount shall have the right, be deemed to be exercised no more than once per calendar year, to adjust in good faith Sublandlord’s estimate of Operating Expenses for such calendar period. As part of such estimation and extrapolation with respect only to the year as for which the Base Amount for Operating Expenses is computed the management, administrative, and building services fee shall be deemed to be two and one-eighth percent (2 1/8%) of the first day gross rents. In each year, for purposes of that calendar calculating the management, administration and building services fee, it shall be calculated as if the Building were fully leased for such year and(whether or not this is so) and all tenants were actually paying (i) full rent (and if any leases do not have rent payable due to free rent periods, then the rent thereunder will be restated for this purpose to spread the same out over the entire lease term, as determined by Landlord) and (ii) charges otherwise payable for any service, repair or maintenance provided by vendors or contractors but provided, in such eventfact, Sublandlord shall provide Subtenant free of charge as a benefit associated with written notice of such revised good faith estimate in reasonable detail. If Sublandlord does not provide Subtenant with written notice of such estimate prior to the beginning of a calendar initial work or installation (e.g. first year, Subtenant, upon receipt of Sublandlord’s revised good faith estimate, will remit an appropriate payment (or receive an appropriate credit) which is applicable to any prior months. Within one hundred twenty (120) days after the end of each calendar year, Sublandlord shall provide Subtenant with a written statement of Subtenant’s Prorata Share free elevator maintenance if part of the actual Operating Expenses contract for the prior calendar year (“Operating Expense Statement”). Any difference between Subtenant’s Prorata Share installation of the actual Operating Expenses and the monthly estimated payments made by Subtenant under this provision shall be adjusted between Sublandlord and Subtenant by an appropriate payment or credit being made within sixty (60) days after the receipt of Sublandlord’s Operating Expense Statement. The adjustment requirements of this provision shall survive the expiration or other termination of this Sublease. The amount of any adjustment which may be necessary subsequent to the expiration or other termination of this Sublease shall be paid by the appropriate party within sixty (60) days after delivery of Sublandlord’s Operating Expense Statement. Sublandlord shall maintain and make available to Subtenant records in reasonable detail setting forth the actual Operating Expenses incurred by Sublandlord and shall permit Subtenant to examine and audit such records during Sublandlord’s regular business hours. Subtenant agrees that it shall keep any and all information gained from such audit confidential and Subtenant may use such information only in dealing directly with Sublandlord. Should Subtenant have a good faith dispute as to the determination of actual Operating Expenses for any calendar year, and should such dispute not be resolved between Sublandlord and Subtenant within sixty (60) days after Sublandlord receives written notice thereof, then either party may submit the dispute for arbitration to a mutually agreeable certified public accountant. The decision of such accountant shall be conclusive and binding on the parties. The costs and expenses incurred with respect to such arbitration shall be borne by the party against whom a decision is renderedelevators), unless such work is the arbitrator shall otherwise decide. Sublandlord shall timely pay all real estate taxes and/or assessments for which Sublandlord is responsible under the Master Lease (“Real Estate Taxes”). Subtenant shall reimburse Sublandlord for Subtenant’s Prorata Share correction of Real Estate Taxes on a monthly basis as a part of Operating Expenses. Subtenant shall also reimburse Sublandlorddefects pursuant to warranties, on a monthly basis, for Subtenant’s Prorata Share of the cost of the casualty insurance (“Insurance Costs”) that Sublandlord maintains on the Hangarduring such year.

Additional Rent - Operating Expenses. Beginning on the Sublease Commencement Date, Subtenant shall Tenant covenants and agrees to pay to Sublandlord on a monthly basisLandlord, as additional rent, an amount equal to one-twelfth Tenant's Percentage Share (1/12as set forth in Section 1.1) of Subtenant’s Prorata Share of Sublandlord’s good faith estimate of the cost of operating, maintaining, repairing and replacing the Hangar, including the Subleased Premises, the fuel farm and the surrounding parking areas Landlord's Operating Expenses (“Operating Expenses”), hereafter defined) for each calendar year. For purposes of this SubleaseLandlord's fiscal years, Operating Expenses shall also include Real Estate Taxes (defined below) and Insurance Costs (defined below). Sublandlord shall have or ratable portion thereof, included in the right, to be exercised no more than once per calendar year, to adjust Lease Term in good faith Sublandlord’s estimate of Operating Expenses for such calendar year as of monthly installments on the first day of that calendar year andeach month in advance, in such eventbased on amounts reasonably estimated from time to time by Landlord, Sublandlord shall provide Subtenant and with written notice a final payment adjustment between the Parties within 14 days after Landlord provides Tenant a statement of such revised good faith estimate in reasonable detailLandlord's Operating Expenses for Landlord's most recent fiscal year. If Sublandlord does not provide Subtenant with written notice When the actual amount of such estimate prior Landlord's Operating Expenses are determined from time to time, the beginning of a calendar year, Subtenant, parties agree to promptly make adjustments for any overpayments or underpayments made by Tenant. Any overpayment will be promptly reimbursed to Tenant and any underpayments will promptly be paid by Tenant upon receipt of Sublandlord’s revised good faith estimatea statement setting forth with reasonable specificity the amount of such underpayment. Landlord agrees that, if any such estimations are more than 25% higher than the actual amount of Landlord's Operating Expenses payable by Landlord without taking into account abatements or other efforts by Landlord to reduce real estate tax assessments, then Landlord will promptly remit an appropriate payment (or receive an appropriate credit) which is applicable to any prior months. Within one hundred twenty (120) days after the end of each calendar year, Sublandlord shall provide Subtenant with a written statement of Subtenant’s Prorata Tenant Tenant's Percentage Share of the amount by which such estimations proceed such actual amount, together with interest thereon at the rate of 9% per annum, such interest to be payable for the period beginning on the date Tenant shall have paid Tenant's Percentage Share of Landlord's Operating Expenses for the prior calendar year (“Operating Expense Statement”). Any difference between Subtenant’s Prorata Share of the actual Operating Expenses and the monthly estimated payments made by Subtenant under this provision shall be adjusted between Sublandlord and Subtenant by an appropriate payment or credit being made within sixty (60) days after the receipt of Sublandlord’s Operating Expense Statement. The adjustment requirements of this provision shall survive the expiration or other termination of this Sublease. The amount of any adjustment which may be necessary subsequent to the expiration or other termination of this Sublease shall be paid by the appropriate party within sixty (60) days after delivery of Sublandlord’s Operating Expense Statement. Sublandlord shall maintain and make available to Subtenant records in reasonable detail setting forth the actual Operating Expenses incurred by Sublandlord and shall permit Subtenant to examine and audit based upon such records during Sublandlord’s regular business hours. Subtenant agrees that it shall keep any and all information gained from such audit confidential and Subtenant may use such information only in dealing directly with Sublandlord. Should Subtenant have a good faith dispute as to the determination of actual Operating Expenses for any calendar yearestimation, and should such dispute not be resolved between Sublandlord and Subtenant within sixty (60) days after Sublandlord receives written notice thereof, then either party may submit ending on the dispute for arbitration day preceding Landlord's repayment to a mutually agreeable certified public accountant. The decision Tenant of such accountant shall be conclusive and binding on the parties. The costs and expenses incurred with respect to such arbitration shall be borne by the party against whom a decision is rendered, unless the arbitrator shall otherwise decide. Sublandlord shall timely pay all real estate taxes and/or assessments for which Sublandlord is responsible under the Master Lease (“Real Estate Taxes”). Subtenant shall reimburse Sublandlord for Subtenant’s Prorata Share of Real Estate Taxes on a monthly basis as a part of Operating Expenses. Subtenant shall also reimburse Sublandlord, on a monthly basis, for Subtenant’s Prorata Share of the cost of the casualty insurance (“Insurance Costs”) that Sublandlord maintains on the Hangarexcess.