Common use of Allocation of Direct Expenses Clause in Contracts

Allocation of Direct Expenses. The parties acknowledge that the Retail Area is part of an office and retail project consisting of the Building and the Retail Area, and that certain of the costs and expenses incurred in connection with the Real Property (i.e., certain of the Direct Expenses) shall be shared among the Building and the Retail Area, while certain other costs and expenses which are solely attributable or exclusively pertaining to the Building and/or the Retail Area, as applicable, shall be allocated directly to the Building and/or the Retail Area, respectively. Accordingly, as set forth in Sections 4.1 through 4.5 above, Direct Expenses are determined annually for the Real Property as a whole, and a portion of the Direct Expenses, which portion shall be reasonably determined by Landlord on an equitable basis, shall be allocated to the Retail Area (as opposed to the Office Building), and such portion so allocated shall be the amount of Direct Expenses payable with respect to the Retail Area upon which Tenant’s Share shall be calculated. Such portion of the Direct Expenses allocated to the Retail Area and payable by Tenant hereunder shall include all Direct Expenses which are attributable solely to the Retail Area, and an equitable portion of the Direct Expenses attributable to the Real Property as a whole, net of the same costs attributable to the Retail Area. As an example of such allocation of Direct Expenses, with respect to repairs and capital improvements to be made to the Office Building or Retail Area, it is anticipated that the cost thereof shall be allocated directly to the Office Building or Retail Area, as applicable, and not included in Operating Expenses for the Real Property as a whole or allocated to the Office Building or Retail Area, as applicable. In addition, in the event that prior to execution of this Lease or at any time thereafter Landlord has elected or subsequently elects, at its sole option, to subdivide into a separate parcel or parcels of land certain portions of the Real Property, including portions on which the Office Building and/or Retail Area are now or hereafter located and/or certain Common Areas of the Real Property and/or has separately conveyed or subsequently separately conveys all or any of such parcels to another person or entity (including to any common area association to own, operate and/or maintain same), the Direct Expenses for such separate parcels of land shall be aggregated (subject to the limitations contained in the foregoing provisions of this Section 4.5) and then reasonably allocated by Landlord to the Office Building and Retail Area on a reasonable and equitable basis as Landlord (and/or any applicable covenants, conditions and restrictions for any such common area association) shall provide from time to time.

Allocation of Direct Expenses. The parties acknowledge that the Retail Area Building is part of an office and retail a multi-building commercial project consisting of the Building Building, and the Retail AreaOther Existing Buildings and such other buildings as Landlord (and/or any other owners of the Project) may elect to construct and include as part of the Project from time to time in accordance with the terms hereof (the Other Existing Buildings and any such other buildings are sometimes referred to herein, collectively, as the “Other Buildings”), and that certain of the costs and expenses incurred in connection with the Real Property Project (i.e.i.e. the Operating Expenses, certain of the Direct ExpensesTax Expenses and Utilities Costs) shall be shared among the Building and the Retail Areaand/or such Other Buildings, while certain other costs and expenses which are solely attributable or exclusively pertaining to the Building and/or the Retail Areaand such Other Buildings, as applicable, shall be allocated directly to the Building and/or and the Retail AreaOther Buildings, respectively. Accordingly, as set forth in Sections 4.1 through 4.5 and 4.2 above, Direct but subject to the limitations contained in this Section 4.3, Operating Expenses, Tax Expenses and Utilities Costs are determined annually for the Real Property Project as a wholewhole (excluding, however, any such costs incurred solely by an owner of any Other Building(s) that is other than Landlord or a common area association for the Project and that do not pertain to shared common costs for the shared Common Areas of the Project), and a portion of the Direct Operating Expenses, Tax Expenses and Utilities Costs, which portion shall be reasonably determined by Landlord on an equitable basis, shall be allocated to the Retail Area Building (as opposed to the Office Buildingtenants of the Other Buildings), and such portion so allocated shall be the amount of Direct Operating Expenses, Tax Expenses and Utilities Costs payable with respect to the Retail Area Building upon which Tenant’s Share shall be calculated. Such portion of the Direct Operating Expenses, Tax Expenses and Utilities Costs allocated to the Retail Area and payable by Tenant hereunder Building shall include all Direct Operating Expenses, Tax Expenses and Utilities Costs which are attributable solely to the Retail AreaBuilding, and an equitable portion of the Direct Operating Expenses, Tax Expenses and Utilities Costs attributable to the Real Property Project as a wholewhole (excluding, net however, any such costs incurred solely by an owner of any Other Building(s) that is other than Landlord or a common area association for the Project and that do not pertain to shared common costs for the shared Common Areas of the same costs attributable to the Retail AreaProject. As an example of such allocation of Direct Expenses, with respect to repairs Tax Expenses and capital improvements to be made to the Office Building or Retail AreaUtilities Costs, it is anticipated that Landlord (and/or any other owners of the cost thereof Project) may receive separate tax bills which separately assess the improvements component of Tax Expenses for each building in the Project and/or Landlord may receive separate utility bills from the utility companies identifying the Utilities Costs for certain of the utilities costs directly incurred by each such building (as measured by separate meters installed for each such building), and such separately assessed Tax Expenses and separately metered Utilities Costs shall be calculated for and allocated directly separately to the Office Building or Retail Area, as applicable, and not included in Operating Expenses for the Real Property as a whole or allocated to the Office Building or Retail Area, as applicableeach such applicable building. In addition, in the event that prior to execution Landlord (and/or any other owners of this Lease or at any time thereafter Landlord has elected or subsequently elects, at its sole option, the Project) elect to subdivide certain common area portions of the Project such as landscaping, public and private streets, driveways, walkways, courtyards, plazas, transportation facilitation areas and/or accessways into a separate parcel or parcels of land certain portions of the Real Property, including portions on which the Office Building (and/or Retail Area are now or hereafter located and/or certain Common Areas of the Real Property and/or has separately conveyed or subsequently separately conveys convey all or any of such parcels to another person or entity (including to any a common area association to own, operate and/or maintain same), the Direct Operating Expenses, Tax Expenses and Utilities Costs for such separate common area parcels of land shall may be aggregated (subject to the limitations contained in the foregoing provisions of this Section 4.54.3) and then reasonably allocated by Landlord to the Office Building and Retail Area such Other Buildings on a an equitable and reasonable basis (based upon sound real estate management and equitable basis accounting practices, consistently applied) as Landlord (and/or any applicable covenants, conditions and restrictions for any such common area association) shall provide from time to time; provided, however, all such allocations shall be consistently applied and implemented in a non-discriminatory manner against Tenant.

Allocation of Direct Expenses. The parties acknowledge that the Retail Area Building is a part of an office and retail a multi-building project consisting of the Building and the Retail Area, and that certain of the costs and expenses incurred in connection with the Real Property Project (i.e., certain of i.e. the Direct Expenses) shall will be shared among between the tenants and occupants of the Building and the Retail Area, while certain tenants and occupants of the other costs and expenses which are solely attributable or exclusively pertaining to buildings in the Building and/or the Retail Area, as applicable, shall be allocated directly to the Building and/or the Retail Area, respectivelyProject. Accordingly, as set forth in Sections 4.1 through 4.5 Section 4.2 above, Direct Expenses are shall be determined annually for the Real Property Project as a whole, and a portion Tenant shall be responsible for paying Tenant’s Share of the Direct Expenses, provided, however, Landlord in its sole discretion, may determine and allocate some or all Direct Expenses for each Building, in which portion case Tenant’s Share of such Direct Expenses shall be reasonably determined by based on the percentage equal to its proportionate share of the building in question. To the extent the entire Project is not fully occupied, Landlord on an equitable basisshall adjust the variable components of Operating Expenses for the Base Year (and at Landlord’s option, shall be allocated to Landlord may adjust the Retail Area (as opposed to variable components of Operating Expenses for any Expense Year if the Office BuildingProject is not fully occupied in such Expense Year), and such portion so allocated shall be based on Landlord’s reasonable, good faith estimate based on historical operating expense information for the Project or other reasonable data available to Landlord, to determine the amount of Direct Operating Expenses payable with respect that would have been incurred in the Project had the Project been one hundred percent (100%) occupied; and the amount so determined shall be deemed to have been the amount of Operating Expenses for such year attributable to the Retail Area upon which Project. If, during the Lease Term: (a) any portion of rentable square feet of the Common Areas is converted for exclusive use by occupants of the Project other than Tenant, such that Tenant no longer has use thereof as contemplated by the terms of this Lease, the rentable square feet of the Premises shall be recalculated according to the BOMA Standard, and Base Rent for the Premises and Tenant’s Share shall be calculated. Such portion reduced accordingly as of the Direct Expenses allocated date such areas are no longer available for use by Tenant as contemplated by this Lease, and /or (b) additional rentable square feet of improvements which are not Common Areas are added to the Retail Area and payable Project, Tenant’s Share shall be reduced accordingly as of the date such rentable square feet are occupied by Tenant hereunder shall include all Direct Expenses which are attributable solely a tenant or occupant that is entitled to the Retail Area, and an equitable portion of the Direct Expenses attributable exclusive use thereof. In no event shall Tenant’s Share be increased. In no event shall Landlord be entitled to the Real Property as a whole, net of the same costs attributable to the Retail Area. As an example of such allocation collect from tenants more than one hundred percent (100%) of Direct Expenses, with respect to repairs and capital improvements to be made to the Office Building or Retail Area, it is anticipated that the cost thereof shall be allocated directly to the Office Building or Retail Area, as applicable, and not included in Operating Expenses for the Real Property as a whole or allocated to the Office Building or Retail Area, as applicable. In addition, in the event that prior to execution of this Lease or at any time thereafter Landlord has elected or subsequently elects, at its sole option, to subdivide into a separate parcel or parcels of land certain portions of the Real Property, including portions on which the Office Building and/or Retail Area are now or hereafter located and/or certain Common Areas of the Real Property and/or has separately conveyed or subsequently separately conveys all or any of such parcels to another person or entity (including to any common area association to own, operate and/or maintain same), the Direct Expenses for such separate parcels of land shall be aggregated (subject to the limitations contained in the foregoing provisions of this Section 4.5) and then reasonably allocated by Landlord to the Office Building and Retail Area on a reasonable and equitable basis as Landlord (and/or any applicable covenants, conditions and restrictions for any such common area association) shall provide from time to time.

Allocation of Direct Expenses. The parties acknowledge that the Retail Area Building is a part of an office and retail a multi-building project consisting of the Building and the Retail Area, and that certain of the costs and expenses incurred in connection with the Real Property Project (i.e., certain of i.e. the Direct Expenses) shall will be shared among between the tenants and occupants of the Building and the Retail Area, while certain tenants and occupants of the other costs and expenses which are solely attributable or exclusively pertaining to buildings in the Building and/or the Retail Area, as applicable, shall be allocated directly to the Building and/or the Retail Area, respectivelyProject. Accordingly, as set forth in Sections 4.1 through 4.5 SECTION 4.2 above, Direct Expenses are shall be determined annually for the Real Property Project as a whole, and a portion Tenant shall be responsible for paying Tenant's Share of the Direct Expenses, which portion shall be reasonably determined by provided, however, Landlord on an equitable basisin its sole discretion, shall be allocated to the Retail Area (as opposed to the Office Building)may, in a reasonable manner, determine and such portion so allocated shall be the amount of Direct Expenses payable with respect to the Retail Area upon which Tenant’s Share shall be calculated. Such portion of the Direct Expenses allocated to the Retail Area and payable by Tenant hereunder shall include allocate some or all Direct Expenses which are attributable solely incurred for the benefit of only one building to that building individually, in which case, if said expenses are allocated to the Retail AreaBuilding, and an equitable portion Tenant's Share of the such Direct Expenses attributable to the Real Property as a whole, net of the same costs attributable to the Retail Area. As an example of such allocation of Direct Expenses, with respect to repairs and capital improvements to be made to the Office Building or Retail Area, it is anticipated that the cost thereof shall be allocated directly to based on Tenant's Building Share. To the Office Building or Retail Areaextent the entire Project is not fully occupied, as applicable, and not included in Landlord may adjust (i) the variable components of Operating Expenses for cleaning, janitorial, trash, utilities, HVAC maintenance, and window washing for areas intended for lease and occupancy by tenants which vary based on occupancy, and (ii) the Real Property as a whole or allocated variable components of Operating Expenses for Common Areas, for any calendar year, based on Landlord's reasonable, good faith estimate and reasonable data available to the Office Building or Retail Area, as applicable. In addition, in the event that prior to execution of this Lease or at any time thereafter Landlord has elected or subsequently elects, at its sole optionLandlord, to subdivide into a separate parcel or parcels of land certain portions of the Real Property, including portions on which the Office Building and/or Retail Area are now or hereafter located and/or certain Common Areas of the Real Property and/or has separately conveyed or subsequently separately conveys all or any of such parcels to another person or entity (including to any common area association to own, operate and/or maintain same), equitably allocate the Direct Expenses for such separate parcels of land the Project to the tenants; and the amount so determined shall be aggregated (subject deemed to have been the amount of Operating Expenses for such year attributable to the limitations contained in the foregoing provisions Project. In no event shall Landlord be entitled to collect from tenants more than 100% of this Section 4.5) and then reasonably allocated by Landlord to the Office Building and Retail Area on a reasonable and equitable basis as Landlord (and/or any applicable covenants, conditions and restrictions for any such common area association) shall provide from time to timeDirect Expenses.

Allocation of Direct Expenses. The parties acknowledge that the Retail Area Building is a part of an office and retail a multi-building project consisting of the Building and the Retail Area, and that certain of the costs and expenses incurred in connection with the Real Property Project (i.e., certain of i.e. the Direct Expenses) shall will be shared among between the tenants and occupants of the Building and the Retail Area, while certain tenants and occupants of the other costs and expenses which are solely attributable or exclusively pertaining to buildings in the Building and/or the Retail Area, as applicable, shall be allocated directly to the Building and/or the Retail Area, respectivelyProject. Accordingly, as set forth in Sections 4.1 through 4.5 SECTION 4.2 above, Direct Expenses are shall be determined annually for the Real Property Project as a whole, and a portion Tenant shall be responsible for paying Tenant's Share of the Direct Expenses, which portion shall be reasonably determined by provided, however, Landlord on an equitable basisin its sole discretion, shall be allocated to the Retail Area (as opposed to the Office Building), may determine and such portion so allocated shall be the amount of Direct Expenses payable with respect to the Retail Area upon which Tenant’s Share shall be calculated. Such portion of the Direct Expenses allocated to the Retail Area and payable by Tenant hereunder shall include allocate some or all Direct Expenses for each Building, in which are attributable solely case Tenant's Share of such Direct Expenses shall be based on the percentage equal to the Retail Area, and an equitable portion its proportionate share of the Direct Expenses attributable to building in question. To the Real Property as a wholeextent the entire Project is not fully occupied, net Landlord shall adjust the variable components of the same costs attributable to the Retail Area. As an example of such allocation of Direct Expenses, with respect to repairs and capital improvements to be made to the Office Building or Retail Area, it is anticipated that the cost thereof shall be allocated directly to the Office Building or Retail Area, as applicable, and not included in Operating Expenses for the Real Property as a whole Base Year (and at Landlord's option, Landlord may adjust the variable components of Operating Expenses for any Expense Year if the Project is not fully occupied in such Expense Year), based on Landlord's reasonable, good faith estimate based on historical operating expense information for the Project or allocated other reasonable data available to Landlord, to determine the Office Building or Retail Area, as applicable. In addition, amount of Operating Expenses that would have been incurred in the event that prior Project had the Project been one hundred percent (100%) occupied; and the amount so determined shall be deemed to execution have been the amount of this Lease or at any time thereafter Landlord has elected or subsequently elects, at its sole option, to subdivide into a separate parcel or parcels of land certain portions of the Real Property, including portions on which the Office Building and/or Retail Area are now or hereafter located and/or certain Common Areas of the Real Property and/or has separately conveyed or subsequently separately conveys all or any of such parcels to another person or entity (including to any common area association to own, operate and/or maintain same), the Direct Operating Expenses for such separate parcels year attributable to the Project. If, during the Lease Term: (a) any portion of land rentable square feet of the Common Areas is converted for exclusive use by occupants of the Project other than Tenant, such that Tenant no longer has use thereof as contemplated by the terms of this Lease, the rentable square feet of the Premises shall be aggregated (subject recalculated according to the limitations contained in BOMA Standard, and Base Rent for the foregoing provisions Premises and Tenant's Share shall be reduced accordingly as of the date such areas are no longer available for use by Tenant as contemplated by this Section 4.5Lease, and /or (b) and then reasonably allocated by Landlord additional rentable square feet of improvements which are not Common Areas are added to the Office Building and Retail Area on Project, Tenant's Share shall be reduced accordingly as of the date such rentable square feet are occupied by a reasonable and equitable basis as tenant or occupant that is entitled to the exclusive use thereof. In no event shall Tenant's Share be increased. In no event shall Landlord (and/or any applicable covenants, conditions and restrictions for any such common area association) shall provide be entitled to collect from time to timetenants more than 100% of Direct Expenses.