Common use of Annual Reconciliation Clause in Contracts

Annual Reconciliation. At the end of each calendar year or as soon thereafter as practicable Landlord shall deliver to Tenant a statement (“Annual Reconciliation”) of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding year. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within thirty (30) days following Tenant’s receipt of such Annual Reconciliation).

Annual Reconciliation. At the end of each calendar year Expense Year or as soon thereafter as practicable following the end of each Expense Year, Landlord shall deliver to Tenant a statement (the “Annual Reconciliation”) of of: (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding year. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment overpayment, or overpayments and (or if the Term shall have expired or terminated, shall be paid refunded to Tenant in a lump sum for periods after payment within thirty (30) days following the expiration Tenant’s receipt of the Termsuch Annual Reconciliation). Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within thirty (30) days following the Tenant’s receipt of such Annual Reconciliation).

Annual Reconciliation. At the end By June 30th of each calendar year year, or as soon thereafter as practicable reasonably possible, Landlord shall deliver endeavor to furnish Tenant a statement (“Annual Reconciliation”) with an accounting prepared with reasonable detail of (a) the actual annual Operating Expenses and Tenant’s Percentage Tax Expenses. Within thirty (30) days of Operating Expenses for Landlord's delivery of such accounting, Tenant shall pay to Landlord the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding year. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of any underpayment. Notwithstanding the estimated payments made foregoing, failure by Tenant under Section 6.3.1 above for Landlord to give such year, then any accounting by such overpayment, or overpayments, date shall be credited toward the monthly Rent next falling due after determination not constitute a waiver by Landlord of such its right to collect any of Tenant's underpayment at any time. Landlord shall credit the amount of any overpayment by Tenant toward the next Base Rent falling due, or overpayments and shall be paid to Tenant in a lump sum for periods after where the expiration Term of the Term. SimilarlyLease has expired, if for any year, refund the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of overpayment to Tenant. If the estimated payments made by Term of the Lease expires prior to the annual reconciliation of expenses Landlord shall have the right to reasonably estimate Tenant's Share of such expenses, and if Landlord determines that an underpayment is due, Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant hereby agrees to pay to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt amount of the Annual Reconciliation (or if the Term shall have expired or terminated, such underpayment within thirty (30) days following after Landlord's delivery of a demand therefor. If Landlord reasonably determines that an overpayment has been made by Tenant’s receipt , Landlord shall refund said overpayment to Tenant within thirty (30) days after Landlord has made such determination. Notwithstanding the foregoing, failure of Landlord to accurately estimate Tenant's Share of such Annual Reconciliation)expenses or to otherwise perform such reconciliation of expenses, including without limitation, Landlord's failure to make a written demand for any underpayment from Tenant, shall not constitute a waiver of Landlord's right to collect any of Tenant's underpayment at any time during the Term of the Lease during the one (1) year period following the last day of the period to which such underpayment relates or at any time during the one (1) year period following the expiration or earlier termination of this Lease.

Annual Reconciliation. At the end By May 31 of each calendar year or as soon thereafter as practicable year, Landlord shall deliver to Tenant a statement (“Annual Reconciliation”) an accounting of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding prior calendar year. If for Within 30 days after Landlord’s delivery of such accounting, Tenant shall pay to Landlord the amount of any yearunderpayment. Notwithstanding Landlord’s obligation to so furnish an accounting, the sum Landlord’s failure to give such accounting by such date shall not constitute a waiver by Landlord of its right to collect any of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in underpayment at any time. Landlord shall credit the Annual Reconciliation) is less than the total amount of the estimated payments made any overpayment by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the next estimated monthly Rent next installment or installments falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarlydue, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term has expired, refund the amount of overpayment to Tenant when the accounting is delivered. If the Term expires before the annual reconciliation of expenses Landlord shall have expired or terminated, within thirty (30) days following the right to reasonably estimate Tenant’s receipt Share of such Annual Reconciliation)expenses, and if Landlord determines that an underpayment is due, Landlord shall be entitled (but not obligated) to deduct such underpayment from the Security Deposit. If Landlord reasonably determines that Tenant has made an overpayment, Landlord shall refund such overpayment to Tenant as soon as is practicable. Notwithstanding the foregoing, any failure by Landlord to accurately estimate Tenant’s Share of such expenses or to otherwise perform such reconciliation of expenses, including without limitation, Landlord’s failure to deduct any portion of any underpayment from the Security Deposit, shall not constitute a waiver of Landlord’s right to collect any of Tenant’s underpayment at any time during the Term or at any time after the expiration or earlier termination of this Lease. Notwithstanding anything to the contrary in this Lease, Landlord shall have no right to collect any underpayment by Tenant of Tenant’s Share of Operating Expenses or Taxes at any time that is more than one year after the end of the calendar year to which such underpayment relates.

Annual Reconciliation. At Landlord shall, within one hundred twenty (120) days after the end of each calendar year or as soon thereafter as practicable Landlord shall fiscal year, deliver to Tenant a reasonably detailed statement of the actual amount of Operating Costs for such fiscal year (“Annual ReconciliationYear End Statement”). Failure of Landlord to provide the Year End Statement within the time prescribed shall not relieve Tenant from its obligations hereunder, provided, however, Landlord shall be deemed to have waived any costs actually incurred but not billed to Tenant within two (2) years after the end of the fiscal year in which such cost was incurred by Landlord. If the total of such monthly remittances on account of any fiscal year is greater than Tenant’s Share of Operating Costs actually incurred for such fiscal year, then, provided no Event of Default nor any event which, with the passage of time and/or the giving of notice would constitute an Event of Default, is then continuing (it being understood and agreed that if Tenant cures any default(s) within the applicable cure period(s) provided in Section 20 below, then Tenant shall thereafter be entitled to take such credit), Tenant may credit the difference against the next installment(s) of (a) the actual annual Operating Expenses and Tenant’s Percentage additional rent on account of Operating Expenses for Costs due hereunder, except that if such difference is determined after the preceding yearend of the Term, and Landlord shall refund such difference to Tenant within thirty (b30) days after such determination to the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding yearextent that such difference exceeds any amounts then due from Tenant to Landlord. If for any year, the sum total of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) such remittances is less than the total amount Xxxxxx’s Share of the estimated payments made by Tenant under Section 6.3.1 above Operating Costs actually incurred for such fiscal year, then any such overpaymentTenant shall pay the difference to Landlord, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminatedadditional rent hereunder, within thirty (30) days following of Tenant’s receipt of such Annual Reconciliation)an invoice therefor. Xxxxxxxx’s estimate of Operating Costs for the next fiscal year shall be based upon the Operating Costs actually incurred for the prior fiscal year as reflected in the Year-End Statement plus a reasonable adjustment based upon estimated increases in Operating Costs, if any. The provisions of this Section 5.2(d) shall survive the expiration or earlier termination of this Lease.

Annual Reconciliation. At the end By June 30th of each calendar year year, or as soon thereafter as practicable reasonably possible Landlord shall deliver endeavor to furnish Tenant a statement (“Annual Reconciliation”) with an accounting of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding yearTax Expenses. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within Within thirty (30) days following Tenant’s receipt of Landlord's delivery of such Annual Reconciliation)accounting, Tenant shall pay to Landlord the amount of any underpayment. Notwithstanding the foregoing, failure by Landlord t o give such accounting by such date shall not constitute a waiver by Landlord of its right to collect any of Tenant's underpayment at any time. Landlord shall credit the amount of any overpayment by Tenant toward the next estimated monthly installment(s) falling due, or where the Term of the Lease has expired, refund the amount of overpayment to Tenant. If the Term of the Lease expires prior to the annual reconciliation of expenses Landlord shall have the right to reasonably estimate Tenant's Share of such expenses, and if Landlord determines that an underpayment is due, Tenant hereby agrees that Landlord shall be entitled to deduct such underpayment from Tenant's Security Deposit. If Landlord reasonably determines that an overpayment has been made by Tenant, Landlord shall refund said overpayment to Tenant as soon as practicable thereafter. Notwithstanding the foregoing, failure of Landlord to accurately estimate Tenant's Share of such expenses or to otherwise perform such reconciliation of expenses,. including without limitation, Landlord's failure to deduct any portion of any underpayment from Tenant's Security Deposit, shall not constitute a waiver of Landlord's right to collect any of Tenant's underpayment at any time during the Term of the Lease or at any time after the expiration or earlier termination of this Lease.

Annual Reconciliation. At Landlord shall, within one hundred twenty (120) days after the end of each calendar year or as soon thereafter as practicable Landlord shall Operating Year, deliver to Tenant a reasonably detailed statement of the actual amount of Building Operating Costs and Property Operating Costs for such Operating Year (“Annual ReconciliationYear End Statement”) ). Failure of (a) Landlord to provide the actual annual Year End Statement within the time prescribed shall not relieve Tenant from its obligations hereunder. If the total of such monthly remittances on account of any Operating Expenses and Year is greater than Tenant’s Percentage Share of the Operating Costs Excess actually incurred for such Operating Year, then, provided there is no Event of Default nor any event which, with the passage of time and/or the giving of notice would constitute an Event of Default, Tenant may credit the difference against the next installment of additional rent on account of Operating Expenses for Costs due hereunder, except that if such difference is determined after the preceding yearend of the Term, Landlord shall refund such difference to Tenant within thirty (30) days after such determination to the extent that such difference exceeds any amounts then due from Tenant to Landlord (it being understood and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding yearagreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to take such credit or receive such refund, as applicable). If for any year, the sum total of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) such remittances is less than the total amount Tenant’s Share of the estimated payments made by Tenant under Section 6.3.1 above Operating Costs Excess actually incurred for such yearOperating Year, then any such overpaymentTenant shall pay the difference to Landlord, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminatedadditional rent hereunder, within thirty (30) days following of Tenant’s receipt of such Annual Reconciliation)an invoice therefor. Landlord’s estimate of the Operating Costs Excess for the next Operating Year shall be based upon the Operating Costs Excess actually incurred for the prior Operating Year as reflected in the Year-End Statement plus a reasonable adjustment based upon estimated increases in Building Operating Costs and/or Property Operating Costs. The provisions of this Section 5.2(h) shall survive the expiration or earlier termination of this Lease.

Annual Reconciliation. At Within 180 days after the end of each calendar year or as soon thereafter as practicable possible thereafter, Landlord shall deliver to send Tenant a an annual statement (“Annual Reconciliation”) of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding yearcalendar year (the “Annual Statement”). If Landlord’s failure to render an Annual Statement for any calendar year shall not prejudice Landlord’s right to issue an Annual Statement with respect to that calendar year or any subsequent calendar year, the sum nor shall Landlord’s rendering of Tenantan incorrect Annual Statement prejudice Landlord’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in right subsequently to issue a corrected Annual Statement. Pursuant to the Annual Reconciliation) is less than the total amount of the estimated payments made by Statement, Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant pay to Landlord concurrently with the next regular monthly Basic Additional Rent payment coming due as owed within thirty days after Tenant’s receipt of the Annual Reconciliation (Statement, or Landlord shall adjust Tenant’s Rent payments if Landlord owes Tenant a credit. After the Term Expiration Date or earlier termination date of the Lease, Landlord shall have expired or terminatedsend Tenant the final Annual Statement for the Term, and Tenant shall pay to Landlord Additional Rent as owed within thirty (30) days following after Tenant’s receipt of such the Annual ReconciliationStatement, or, if Landlord owes Tenant a credit, then Landlord shall pay Tenant a refund. If this Lease expires or terminates on a day other than December 31, then Additional Rent shall be prorated on a 365-day calendar year (or 366 if a leap year). If there is a decrease in Operating Expenses in any subsequent year below Operating Expenses for the Base Year, then no Additional Rent shall be due on account of Operating Expenses; provided, however, Tenant shall not be entitled to any credit, refund or other payment that would reduce the amount of Tenant’s Proportionate Share of Taxes or other Additional Rent or Base Rent owed by Tenant. Likewise, if there is a decrease in Taxes in any subsequent year below Taxes for the Base Year, then no Additional Rent shall be due on account of Taxes; provided, however, Tenant shall not be entitled to any credit, refund or other payment that would reduce the amount of Tenant’s Proportionate Share of Operating Expenses or other Additional Rent or Base Rent owed by Tenant.

Annual Reconciliation. At the end By June 30th of each calendar year year, or as soon thereafter as practicable reasonably possible, Landlord shall deliver endeavor to furnish Tenant a statement (“Annual Reconciliation”) with an accounting of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding yearTax Expenses. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within Within thirty (30) days following Tenant’s receipt of Landlord's delivery of such Annual Reconciliation)accounting, Tenant shall pay to Landlord the amount of any underpayment. Notwithstanding the foregoing, failure by Landlord to give such accounting by such date shall not constitute a waiver by Landlord of its right to collect any of Tenant's underpayment at any time. Landlord shall credit the amount of any overpayment by Tenant toward the next estimated monthly installment(s) falling due, or where the Term of the Lease has expired, refund the amount of overpayment to Tenant. If the Term of the Lease expires prior to the annual reconciliation of expenses Landlord shall have the right to reasonably estimate Tenant's Share of such expenses, and if Landlord determines that an underpayment is due, Tenant hereby agrees that Landlord shall be entitled to deduct such underpayment from Tenant's Security Deposit. If Landlord reasonably determines that an overpayment has been made by Tenant, Landlord shall refund said overpayment to Tenant as soon as practicable thereafter. Notwithstanding the foregoing, failure of Landlord to accurately estimate Tenant's Share of such expenses or to otherwise perform such reconciliation of expenses, including without limitation, Landlord's failure to deduct any portion of any underpayment from Tenant's Security Deposit, shall not constitute a waiver of Landlord's right to collect any of Tenant's underpayment at any time during the Term of the Lease or at any time after the expiration or earlier termination of this Lease.

Annual Reconciliation. At As soon as practicable after the end of each calendar year or as soon thereafter as practicable year, Landlord shall deliver prepare and forward to Tenant a statement (“Annual Reconciliation”) of (a) the actual annual Operating Expenses and Common Area Maintenance Expenses for such year. If the total amount Tenant actually paid for estimated Operating Expenses and Common Area Maintenance Expenses is less than Tenant’s Percentage Proportionate Share of Operating Expenses for the preceding year, and (b) Building of the actual annual Real Property Taxes Operating Expenses, and Tenant’s Percentage Proportionate Share of Real Property Taxes for the preceding year. If for any yearCommon Area Expenses, Tenant shall pay to Landlord as Additional Rent, in one lump sum, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than difference between the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be actually paid by Tenant and the amount Tenant should have paid pursuant to Landlord concurrently with the next regular monthly Basic Rent subparagraph (b)(2) above; this lump sum payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, be made within thirty (30) days following of receipt of Landlord’s xxxx therefor; or if the total amount Tenant actually paid for such estimated Operating Expenses and Common Area Maintenance Expenses is more than Tenant’s receipt Proportionate Share of the actual amounts of the expenses, then Landlord shall remit the excess to Tenant within thirty (30) days of making such Annual Reconciliationdetermination. Tenant’s obligation to pay any increase due over the prior year’s actual Operating Expenses (excluding utilities and snow removal which shall not be subject to the cap), for any calendar year shall be limited to a per annum cumulative increase of five percent (5%), compounded annually. Increases in Taxes and Insurance, set forth in paragraph 4(c) shall not be subject to any limit or “cap”. By way of example only, if the portion of Operating Expenses which is subject to the foregoing limitation (collectively, “Controllable Operating Expenses”) shall be equal to $5.00 per rentable square foot in calendar year 2004, Tenant’s Proportionate Share of those Controllable Operating Expenses may not exceed $5.25 in calendar year 2005, Further, if Tenant’s Proportionate Share of those Controllable Operating Expenses in 2005 equals $5.20 per rentable square foot, then Tenant’s Proportionate Share of Controllable Operating Expenses in 2006 shall not exceed $5.56 (i.e., $5.25 x 1.05 + the cumulative carry forward of $.05 since Tenant’s Proportionate Share of those Controllable Operating Expenses in 2005 was $.05 less than the applicable cap).

Annual Reconciliation. At the end of each calendar year or as soon thereafter as practicable Landlord shall deliver to Tenant a statement (the “Annual Reconciliation”) of (a) the actual annual Operating Expenses and Tenant’s Percentage of Excess Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Excess Real Property Taxes for the preceding year. If for any year, the sum of Tenant’s Percentage of Excess Operating Expenses and Tenant’s Percentage of Excess Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment overpayment, or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Excess Operating Expenses and Tenant’s Percentage of Excess Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within thirty (30) days following Tenant’s 's receipt of such Annual Reconciliation).

Annual Reconciliation. At the end By June 30th of each calendar year following the calendar year in which this Lease is executed, or as soon thereafter as practicable reasonably possible, but in no event later than September 30th of each calendar year, Landlord shall deliver to furnish Tenant a statement (“Annual Reconciliation”) with an accounting of (a) the actual annual Operating Expenses and Tenant’s Percentage Tax Expenses, together with copies of actual property tax bills and either a copy of Landlord's general ledger for pertinent Operating Expenses for the preceding yearExpense accounts, and (b) the or copies of actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding year. If for any yearinvoices, the sum choice of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) which is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarlyat Landlord's sole discretion, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within so requests. Within thirty (30) days following Tenant’s receipt of Landlord's delivery of such Annual Reconciliation)accounting, Tenant shall pay to Landlord the amount of any underpayment. Notwithstanding the foregoing, failure by Landlord to give such accounting by such date shall not constitute a waiver by Landlord of its right to collect any of Tenant's underpayment within two (2) years after Landlord's delivery of such accounting, with the exception of supplemental taxes, for which Landlord may collect any such underpayment at any time. Landlord shall credit the amount of any overpayment by Tenant toward the next estimated monthly installment(s) falling due, or where the Term of the Lease has expired, refund the amount of overpayment to Tenant within ninety (90) days of such accounting. If the Term of the Lease expires prior to the annual reconciliation of expenses Landlord shall have the right to reasonably estimate Tenant's expenses, and if Landlord determines that an underpayment is due, Tenant hereby agrees that Landlord shall be entitled to deduct such underpayment from Tenant's Damage Deposit. If Landlord reasonably determines that an overpayment has been made by Tenant, Landlord shall refund said overpayment to Tenant as soon as practicable thereafter. Notwithstanding the foregoing, failure of Landlord to accurately estimate Tenant's expenses or to otherwise perform such reconciliation of expenses, including without limitation, Landlord's failure to deduct any portion of any underpayment from Tenant's Damage Deposit, shall not constitute a waiver of Landlord's right to collect any of Tenant's underpayment within three (3) years of the date of Landlord's delivery of the then applicable accounting after the expiration or earlier termination of this Lease.

Annual Reconciliation. At the end By June 30th of each calendar year year, or as soon thereafter as practicable reasonably possible (but in no event more than three (3) months thereafter, Landlord shall deliver to furnish Tenant a statement (“Annual Reconciliation”) with an accounting of (a) the actual annual and accrued Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding yearTax Expenses. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within Within thirty (30) days following of Landlord’s delivery of such accounting, Tenant shall pay to Landlord the amount of any underpayment Failure by Landlord to give such accounting by such date shall constitute a waiver by Landlord of its right to collect any underpayment by Tenant at any time. Landlord shall credit the amount of any overpayment by Tenant toward the next estimated monthly installment(s) falling due, or where the Term of the Lease has expired, refund the amount of overpayment to Tenant as soon as possible thereafter. If the Term of the Lease expires prior to the annual reconciliation of expenses Landlord shall have the right to reasonably estimate Tenant’s receipt Share of such Annual Reconciliation)expenses, and if Landlord determines that there has been an underpayment, Landlord may deduct such underpayment from Tenant’s Security Deposit Failure by Landlord to accurately estimate Tenant’s Share of such expenses or to otherwise perform such reconciliation of expenses shall not constitute a waiver of Landlord’s right to collect any of Tenant’s underpayment at any time during the Term of the Lease or at any time after the expiration or earlier termination of this Lease, except as stated above. Any Operating Expense or Tax Expense statement provided by Landlord hereunder shall include detailed schedule of Operating Expenses and Tax Expenses and, upon request by Tenant, copies of invoices will be provided.

Annual Reconciliation. At Landlord shall provide to Tenant within a reasonable time after the end of each calendar year or as soon thereafter as practicable (Landlord shall deliver agreeing to Tenant a statement endeavor so to do within one hundred-twenty (“Annual Reconciliation”120) days after the end of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding applicable year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding year. If for any year, the sum provided that such shall not be a condition of Tenant’s Percentage obligations arising as a result thereof or based thereon), a detailed, itemized statement (the “Expense Statement”), calculated in accordance with Section 9.1, above, setting forth the total actual Operating Costs for such calendar year, Tenant’s Share of Operating Expenses Costs and the increase in Tenant’s Percentage Share of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, Operating Costs. The Expense Statement shall be credited toward the monthly Rent next falling due after determination certified by Landlord of such overpayment as being true and correct in all material respects. Landlord shall respond to any inquiries and requests for invoices or overpayments and shall be paid other information with respect to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, Costs within thirty (30) days following of any written request therefore by Tenant. Within thirty (30) days after the delivery of such Expense Statement, Tenant shall pay to Landlord the amount of any shortfall in the amount of estimated payments made to Landlord pursuant to Section 9.2 on account of Tenant’s receipt Share of Operating Costs for such Annual Reconciliation)calendar year, and the actual amount shown as Tenant’s Share of Operating Costs for such calendar year. In the event the Expense Statement reflects an overpayment of Tenant’s Share of Operating Costs for such year, such overpayment shall be credited against the next due Base Rent hereunder, except if Tenant’s Lease is no longer in effect then Landlord shall refund such amount to Tenant within thirty (30) days. Tenant’s obligation to pay Operating Expenses shall survive expiration or termination of this Lease as to any such expenses incurred during the term hereof.

Annual Reconciliation. At the end By June 30th of each calendar year year, or as soon thereafter as practicable reasonably possible Landlord shall deliver endeavor to furnish Tenant a statement (“Annual Reconciliation”) with an accounting of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Tax Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding year. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within Within thirty (30) days following Tenant’s receipt of Landlord's delivery of such Annual Reconciliation)accounting, Tenant shall pay to Landlord the amount of any underpayment. Notwithstanding the foregoing, failure by Landlord to give such accounting by such date shall not constitute a waiver by Landlord of its right to collect any of Tenant's underpayment at any time. Landlord shall credit the amount of any overpayment by Tenant toward the next estimated monthly installment(s) falling due, or where the Term of the Lease has expired, refund the amount of overpayment to Tenant. If the Term of the Lease expires prior to the annual reconciliation of expenses Landlord shall have the right to reasonably estimate Tenant's Share of such expenses, and if Landlord determines that an underpayment is due, Tenant hereby agrees that Landlord shall be entitled to deduct such underpayment from Tenant's Security Deposit. If Landlord reasonably determines that an overpayment has been made by Tenant, Landlord shall refund said overpayment to Tenant as soon as practicable thereafter. Notwithstanding the foregoing, failure of Landlord to accurately estimate Tenant's Share of such expenses or to otherwise perform such reconciliation of expenses, including without limitation, Landlord's failure to deduct any portion of any underpayment from Tenant's Security Deposit, shall not constitute a waiver of Landlord's right to collect any of Tenant's underpayment at any time during the Term of the Lease or at any time after the expiration or earlier termination of this Lease.

Annual Reconciliation. At Within 180 days after the end of each calendar year or as soon thereafter as practicable possible thereafter, Landlord shall deliver to send Tenant a an annual statement (“Annual Reconciliation”) of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding yearcalendar year (the “Annual Statement”). If Xxxxxxxx’s failure to render an Annual Statement for any calendar year shall not prejudice Landlord’s right to issue an Annual Statement with respect to that calendar year or any subsequent calendar year, the sum nor shall Landlord’s rendering of Tenantan incorrect Annual Statement prejudice Landlord’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in right subsequently to issue a corrected Annual Statement. Pursuant to the Annual Reconciliation) is less than the total amount of the estimated payments made by Statement, Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant pay to Landlord concurrently with the next regular monthly Basic Additional Rent payment coming due as owed within thirty days after TenantXxxxxx’s receipt of the Annual Reconciliation (Statement, or Landlord shall adjust Tenant’s Rent payments if Landlord owes Tenant a credit. After the Term Expiration Date or earlier termination date of the Lease, Landlord shall have expired or terminatedsend Tenant the final Annual Statement for the Term, and Tenant shall pay to Landlord Additional Rent as owed within thirty (30) days following Tenantafter Xxxxxx’s receipt of such the Annual ReconciliationStatement, or, if Landlord owes Tenant a credit, then Landlord shall pay Tenant a refund. This obligation shall survive termination of the Lease. If this Lease expires or terminates on a day other than December 31, then Additional Rent shall be prorated on a 365-day calendar year (or 366 if a leap year). If there is a decrease in Operating Expenses in any subsequent year below Operating Expenses for the Base Year, then no Additional Rent shall be due on account of Operating Expenses; provided, however, Tenant shall not be entitled to any credit, refund or other payment that would reduce the amount of Tenant’s Proportionate Share of Taxes or other Additional Rent or Base Rent owed by Tenant. Likewise, if there is a decrease in Taxes in any subsequent year below Taxes for the Base Year, then no Additional Rent shall be due on account of Taxes; provided, however, Tenant shall not be entitled to any credit, refund or other payment that would reduce the amount of Tenant’s Proportionate Share of Operating Expenses or other Additional Rent or Base Rent owed by Tenant.

Annual Reconciliation. At Within ninety (90) days after the end of each calendar year or as soon thereafter after such ninety (90) day period as practicable practicable, Landlord shall will deliver to Tenant a statement of amounts payable under Section 6.2 (c) for such calendar year prepared and certified by Landlord (“Annual ReconciliationLandlord’s Statement”). Landlord’s Statement will be final and binding upon Landlord and Tenant unless Tenant objects to it in writing to Landlord within sixty (60) of (a) days after it is given to Tenant and it is subsequently determined that Landlord made a material error. Landlord’s Statement shall set forth, in reasonable detail, the actual annual Operating Expenses and Tenant’s Percentage total amount of Operating Expenses for (broken down by cost categories) during the preceding year, and applicable period. Within ten (b10) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding year. If for any year, the sum days after receipt of Tenant’s Percentage request therefor, Landlord shall provide to Tenant the method of calculating Tenant’s Proportionate Share of Operating Expenses and Tenant’s Percentage of Real Property Taxes. If the total amount Tenant actually paid for estimated increases in Operating Expenses and Taxes (as specified in the Annual Reconciliation) is less than Tenant’s Proportionate Share of the actual increase as shown on Landlord’s Statement, Tenant shall pay to Landlord as Additional Rental in one lump sum the difference between the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be actually paid by Tenant for such Comparison Year and the amount Tenant should have paid pursuant to Landlord concurrently with the next regular monthly Basic Rent subparagraph (b) above; this lump sum payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, be made within thirty (30) days following of Tenant’s receipt of Landlord’s statement therefor; or if the total amount Tenant actually paid for estimated increases in Operating Expenses and Taxes is more than Tenant’s Proportionate Share of the actual increase, then Landlord shall remit the excess to Tenant within thirty (30) days of the making of such Annual Reconciliation)determination or, at Landlord’s election, credit such amount against the next monthly installment of Base Rental.

Annual Reconciliation. At the end By June 30th of each calendar year year, or as soon thereafter as practicable reasonably possible Landlord shall deliver endeavor to furnish Tenant a statement (“Annual Reconciliation”) with all accounting of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding yearTax Expenses. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within Within thirty (30) days following Tenant’s receipt of Landlord's delivery of such Annual Reconciliation)accounting, Tenant shall pay to Landlord the amount of any underpayment. Notwithstanding the foregoing, failure by Landlord to give such accounting by such date shall not constitute a waiver by Landlord of its right to collect any of Tenant's underpayment at any time. Landlord shall credit the amount of any overpayment by Tenant toward the next estimated monthly installment(s) falling due, or where the Term of the Lease has expired, refund the amount of overpayment to Tenant. If the Term of the Lease expires prior to the annual reconciliation of expenses Landlord shall have the right to reasonably estimate Tenant's Share of such expenses, and if Landlord determines that an underpayment is due, Tenant hereby agrees that Landlord shall be entitled to deduct such underpayment from Tenant's Security Deposit. If Landlord reasonably determines that an overpayment has been made by Tenant, Landlord shall refund said overpayment to Tenant as soon as practicable thereafter. Notwithstanding the foregoing, failure of Landlord to accurately estimate Tenant's Share of such expenses or to otherwise perform such reconciliation of expenses, including without limitation, Landlord's failure to deduct any portion of any underpayment from Tenant's Security Deposit, shall not constitute a waiver of Landlord's right to collect any of Tenant's underpayment at any time during the Term of the Lease or at any time after the expiration or earlier termination of this Lease.

Annual Reconciliation. At the end of each calendar year or as soon thereafter as practicable Landlord shall deliver to Tenant a statement (“Annual Reconciliation”) of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding year. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods within thirty (30) days after expiration of the Term if such credit is payable after the expiration of the Term or if Tenant has not been fully reimbursed for any such overpayment following expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within thirty (30) days following Tenant’s receipt of such Annual Reconciliation).

Annual Reconciliation. At the end of each calendar year or as soon thereafter as practicable Landlord shall deliver to Tenant a An annual statement (the “Annual ReconciliationStatement”) of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding year. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Taxes for each Comparison Year, and of Tenant’s Percentage Proportionate Share of Real Property any increases in Operating Expenses over Base Operating Expenses and increases in Taxes over Base Taxes with respect to such Comparison Year (taking into account the applicable cap pursuant to Paragraph 4.14 of this Lease), shall be prepared by Landlord pursuant to generally accepted accounting principles, consistently applied, and shall be binding upon Tenant, except as specified set forth in Paragraph 4.11 below. Landlord shall endeavor to deliver the Annual Reconciliationinitial Statement for each Comparison Year within ninety (90) days after the last day of the Comparison Year to which such Statement relates. If the total amount Tenant actually paid for estimated increases in Operating Expenses over Base Operating Expenses and estimated increases in Taxes over Base Taxes is less than Tenant’s Proportionate Share of the actual increases, Tenant shall pay to Landlord as Additional Rent in one lump sum the difference between the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be actually paid by Tenant for such Comparison Year and the amount Tenant should have paid pursuant to Landlord concurrently with the next regular monthly Basic Rent Paragraph 4.7 above; this lump sum payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, be made within thirty (30) days following after receipt of the Statement; or if the total amount Tenant actually paid for estimated increases in Operating Expenses over Base Operating Expenses and estimated increases in Taxes over Base Taxes is more than Tenant’s receipt Proportionate Share of the actual increases, then Landlord shall, at its option: (a) credit such Annual Reconciliationamount against the next monthly installment of Rent; or (b) remit the excess to Tenant within thirty (30) days after the issuance of the Statement. The failure of Landlord to timely furnish the Statement for any Comparison Year shall not preclude Landlord or Tenant from enforcing its rights under this Paragraph 4. In addition, Landlord shall have the right to modify any Statement after such Statement has been delivered to Tenant to correct any errors or reflect any new information received by Landlord with respect to Operating Expenses or Taxes shown on such Statement by delivery to Tenant of a revised statement (the “Revised Statement”), and if such Revised Statement shows an amount due from Tenant to Landlord, or a refund due from Landlord to Tenant, Tenant shall pay, or Landlord shall refund, such additional amount in accordance with this Paragraph 4.9.

Annual Reconciliation. At Within 120 days after the end of each calendar year or as soon thereafter as practicable year, Landlord shall deliver provide to Tenant a written summary of the Operating Costs for the calendar year, determined on an accrual basis and broken down by principal categories of expense, together with copies of all supporting invoices. The statement (“Annual Reconciliation”) of (a) the actual annual Operating Expenses and also shall set forth Tenant’s Percentage Proportionate Share of Operating Expenses for Costs and shall show the preceding yearamounts paid by Tenant on account. Any deficit between Tenant’s obligation and the amounts paid by Tenant on account shall be paid within thirty days after the statement is provided, and (b) any overpayment shall be refunded by Landlord with the actual statement. Late delivery of the annual Real Property Taxes and Tenant’s Percentage statement of Real Property Taxes for the preceding year. If for Operating Costs shall not relieve Tenant of any year, the sum obligation with respect to payment of Tenant’s Percentage Proportionate Share of the Operating Expenses Costs, provided that such delay does not exceed six months. For at least six months after the end of each calendar year, Landlord shall maintain complete and accurate books and records regarding the Operating Costs for such calendar year. Such books and records shall be kept at a location in the continental United States known to Tenant, and Tenant or its auditors shall have the right, upon ten days prior written notice, to inspect, copy at Tenant’s Percentage of Real Property Taxes (as specified expense, and audit such books and records at any time during normal business hours and in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such a manner that does not unreasonably disturb Landlord’s operations. Any overpayment or overpayments and shall be paid to Tenant underpayment discovered in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, audit shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due applicable party within thirty days after Tenant’s receipt delivery of the Annual Reconciliation (written report of the auditor to Landlord. Any overpayment or if underpayment discovered in such audit shall be paid by the Term shall have expired or terminated, applicable party within thirty (30) days following Tenant’s receipt after delivery of the written report of the auditor to Landlord. In each event, the audit must be performed by a CPA or other accounting professional with at least five years experience performing similar audits and such Annual Reconciliation)accounting professional shall not be paid upon a contingent fee basis or other method that compensates such accounting professional based upon the amount of discrepancies discovered. If the audit shows that Landlord overstated the actual amount of Operating Costs by more than five percent, Landlord shall pay Tenant the cost of the audit.

Annual Reconciliation. At the end By April 30th of each calendar year year, or as soon thereafter as practicable reasonably possible Landlord shall deliver endeavor to furnish Tenant a statement (“Annual Reconciliation”) with an accounting of (a) the actual annual Operating Expenses, Tax Expenses and Tenant’s Percentage of Operating Administrative Expenses for incurred by Landlord during the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding calendar year. If for any yearWithin thirty (30) days of Landlord's delivery of such accounting, Tenant shall pay to Landlord the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of any underpayment (subject to the estimated payments made one hundred ten percent (110%) limitation set forth in Section 6.4 above). Notwithstanding the foregoing, failure by Tenant under Section 6.3.1 above for Landlord to give such year, then any accounting by such overpayment, or overpayments, date shall be credited toward the monthly Rent next falling due after determination not constitute a waiver by Landlord of such overpayment or overpayments and shall be paid its right to collect any of Tenant's underpayment by Tenant in for a lump sum for periods two (2) year period after the expiration calendar year in which such underpayment occurred. Landlord shall credit the amount of any overpayment by Tenant toward the next estimated monthly installment(s) falling due, or where the Term of the Term. SimilarlyLease has expired, if for any year, refund the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of overpayment to Tenant. If the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt Term of the Annual Reconciliation (or if Lease expires prior to the Term annual reconciliation of expenses Landlord shall have expired or terminatedthe right to reasonably estimate Tenant's Share of such expenses, and if Landlord determines that an underpayment is due, Tenant hereby agrees to pay Landlord such underpayment within thirty (30) days following days. If Landlord reasonably determines that an overpayment has been made by Tenant’s receipt , Landlord shall refund said overpayment to Tenant as soon as practicable thereafter. Notwithstanding the foregoing, subject to the foregoing two (2) year period failure of Landlord to accurately estimate Tenant's Share of such Annual Reconciliation)expenses or to otherwise perform such reconciliation of expenses, shall not constitute a waiver of Landlord's right to collect any of Tenant's underpayment at any time during the Term of the Lease or at any time after the expiration or earlier termination of this Lease.

Annual Reconciliation. At the end of each calendar year or as soon thereafter as practicable Landlord shall deliver to Tenant a statement (“Annual Reconciliation”) of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding year. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within thirty (30) days following TenantXxxxxx’s receipt of such Annual Reconciliation).

Annual Reconciliation. At the end By June 30th of each calendar year in which Tenant is obligated for Tenant’s Share of Expenses, or as soon thereafter as practicable reasonably possible, Landlord shall deliver to furnish Tenant a statement (“Annual Reconciliation”) with an accounting of (a) the actual annual and accrued Operating Expenses and Tenant’s Percentage of Operating Tax Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding prior calendar year. If for any yearWithin thirty (30) days of Landlord’s delivery of such accounting, Tenant shall pay to Landlord the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of any underpayment. Notwithstanding the estimated payments made foregoing, failure by Tenant under Section 6.3.1 above for Landlord to give such year, then any accounting by such overpayment, or overpayments, date shall be credited toward the monthly Rent next falling due after determination not constitute a waiver by Landlord of such its right to collect any underpayment by Tenant at any time. Landlord may, at its option and in its sole and absolute discretion, either credit the amount of any overpayment by Tenant toward the next estimated monthly installment(s) falling due, or overpayments and shall be paid refund the amount of overpayment to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within thirty (30) days following thereafter. If the Term of the Lease expires prior to the annual reconciliation of Expenses Landlord shall have the right to reasonably estimate Tenant’s receipt Share of such Annual Reconciliation)Expenses, and (a) if Landlord determines that there has been an underpayment, Landlord may deduct such underpayment from Tenant’s Security Deposit, and (b) if Landlord determines that there has been an overpayment, Landlord shall refund the amount of the overpayment to Tenant within thirty (30) days after the expirations of the Term. Failure by Landlord to accurately estimate Tenant’s Share of such Expenses or to otherwise perform such reconciliation of expenses shall not constitute a waiver of Landlord’s right to collect any of Tenant’s underpayment at any time during the Term of the Lease or at any time after the expiration or earlier termination of this Lease.

Annual Reconciliation. At the end of each calendar year or as soon thereafter as practicable Landlord shall deliver to Tenant a statement (“Annual Reconciliation”) of (a) the actual annual Operating Expenses and If Tenant’s Percentage 's Share of Operating Expenses --------------------- for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding year. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (year as specified in the Annual Reconciliation) is less than finally determined exceeds the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such yearbased on Landlord's estimate, then any such overpayment, or overpayments, Tenant shall be credited toward pay Landlord the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, deficiency within thirty (30) days following after Tenant’s 's receipt of Landlord's statement. If the total payments made by Tenant based on Landlord's estimate exceed the amount properly payable by Tenant, Landlord shall credit the excess amount to the next Operating Expenses payment due under this Lease, or upon expiration of the Term pay Tenant such Annual Reconciliation)excess amount within thirty (30) days after Tenant's receipt of Landlord's statement. Notwithstanding the preceding sentence, if Tenant's Share of Real Estate Taxes are paid as part of Operating Expenses, then any excess portion of Operating Expenses attributable to estimated Tenant's Share of Real Estate Taxes shall not be refunded at the time of such annual reconciliations unless and until such amounts are determined truly to be excess payments after reassessment (or supplemental assessment) of the Taxable Property following Landlord's acquisition thereof and completion of construction of Landlord's Work and the Tenant Improvements. To the extent any amounts collected as part of Operating Expenses for payment of Real Estate Taxes are placed in an interest bearing account, then any interest earned thereon while in such account shall be deemed earned by Tenant and at such time as such amounts are applied to Real Estate Taxes or returned to Tenant, as the case may be, shall be paid to Tenant. The provisions of this paragraph shall survive expiration of the Term.

Annual Reconciliation. At the end By June 30th of each calendar year year, or as soon thereafter as practicable reasonably possible, Landlord shall deliver to furnish Tenant a statement (“Annual Reconciliation”) with an accounting of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding yearTax Expenses. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within Within thirty (30) days following Tenant’s receipt of Landlord's delivery of such Annual Reconciliation)accounting, Tenant shall pay to Landlord the amount of any underpayment. Notwithstanding the foregoing, failure by Landlord to give such accounting by such date shall not constitute a waiver by Landlord of its right to collect any of Tenant's underpayment at any time. Landlord shall credit the amount of any overpayment by Tenant toward the next estimated monthly installment(s) falling due, or where the Term of the Lease has expired, refund the amount of overpayment to Tenant. If the Term of the Lease expires prior to the annual reconciliation of expenses Landlord shall have the right to reasonably estimate such expenses, and if Landlord determines that an underpayment is due, Tenant hereby agrees that Landlord shall be entitled to deduct such underpayment from Tenant's Security Deposit. If Landlord reasonably determines that an overpayment has been made by Tenant, Landlord shall refund said overpayment to Tenant as soon as practicable thereafter; however, in no event later than ninety (90) days. Notwithstanding the foregoing, failure of Landlord to accurately estimate such expenses or to otherwise perform such reconciliation of expenses, including without limitation, Landlord's failure to deduct any portion of any underpayment from Tenant's Security Deposit, shall not constitute a waiver of Landlord's right to collect any of Tenant's underpayment at any time during the Term of the Lease or at any time after the expiration or earlier termination of this Lease.

Annual Reconciliation. At the end By June 30th of each calendar year year, or as soon thereafter as practicable reasonably possible Landlord shall deliver endeavor to furnish Tenant a statement (“Annual Reconciliation”) with an accounting of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding yearTax Expenses. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within Within thirty (30) days following Tenant’s receipt of Landlord's delivery of such Annual Reconciliation)accounting, Tenant shall pay to Landlord the amount of any underpayment. Notwithstanding the foregoing, failure by Landlord to give such accounting by such date shall not constitute a waiver by Landlord of its right to collect any of Tenant's underpayment at any time. Landlord shall credit the amount of any overpayment by Tenant toward the next estimated monthly installment(s) falling due, or where the Term of the Lease has expired, refund the amount of overpayment to Tenant. If the term of the Lease expires prior to the annual reconciliation of expenses, Landlord shall have the right to reasonably estimate Tenant's Share of such expenses, and if Landlord determines that an underpayment is due, Tenant hereby agrees that Landlord shall be entitled to deduct such underpayment from Tenant's Security Deposit. If Landlord reasonably determines that an overpayment has been made by Tenant, Landlord shall refund such overpayment to Tenant as soon as practicable thereafter. Notwithstanding the foregoing, failure of Landlord to accurately estimate Tenant's Share of such expenses or to otherwise perform such reconciliation of expenses, including without limitation, Landlord's failure to deduct any portion of any underpayment from Tenant's Security Deposit, shall not constitute a waiver of Landlord's right to collect any of Tenant's underpayment at any time during the Term of the Lease or at any time after the expiration or earlier termination of this Lease.

Annual Reconciliation. At the end By June 30th of each calendar year year, or as soon thereafter as practicable reasonably possible, Landlord shall deliver to furnish Tenant a statement (“Annual Reconciliation”) with an accounting of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding yearTax Expenses. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within Within thirty (30) days following Tenant’s receipt of Landlord's delivery of such Annual Reconciliation)accounting, Tenant shall pay to Landlord the amount of any underpayment. Notwithstanding the foregoing, failure by Landlord to give such accounting by such date shall not constitute a waiver by Landlord of its right to collect any of Tenant's underpayment at any time. Landlord shall credit the amount of any overpayment by Tenant toward the next estimated monthly installment(s) falling due, or where the Term of the Lease has expired, refund the amount of overpayment to Tenant. If the Term of the Lease expires prior to the annual reconciliation of expenses Landlord shall have the right to reasonably estimate Tenant's Share of such expenses, and if Landlord determines that an underpayment is due, Tenant hereby agrees that Landlord shall be entitled to deduct such underpayment from Tenant's Security Deposit. If Landlord reasonably determines that an overpayment has been made by Tenant, Landlord shall refund said overpayment to Tenant within (60) sixty days following the termination of the Lease. Notwithstanding the foregoing, failure of Landlord to accurately estimate Tenant's Share of such expenses or to otherwise perform such reconciliation of expenses, including without limitation, Landlord's failure to deduct any portion of any underpayment from Tenant's Security Deposit, shall not constitute a waiver of Landlord's right to collect any of Tenant's underpayment at any time during the Term of the Lease or at any time within eighteen (18) months after the expiration or earlier termination of this Lease.

Annual Reconciliation. At the end By June 30th of each calendar year or as soon thereafter as practicable year, Landlord shall deliver to furnish Tenant a statement (“Annual Reconciliation”) with an accounting of (a) the actual annual Operating Expenses and TenantTax Expenses. Within thirty (30) days of Landlord’s Percentage delivery of Operating Expenses for such accounting, Tenant shall pay to Landlord the preceding yearamount of any underpayment. Notwithstanding the foregoing, and (b) the actual annual Real Property Taxes and Tenant’s Percentage failure by Landlord to give such accounting by such date shall not constitute a waiver by Landlord of Real Property Taxes for the preceding year. If for its right to collect any year, the sum of Tenant’s Percentage underpayment at any time. Landlord shall credit the amount of Operating Expenses and any overpayment by Tenant toward the next monthly installment of Rent falling due, or where the Term of the Lease has expired, refund the amount of overpayment to Tenant. If the Term of the Lease expires prior to the annual reconciliation of expenses, Landlord shall have the right to reasonably estimate Tenant’s Percentage Share of Real Property Taxes (as specified in the Annual Reconciliation) such expenses, and if Landlord determines that an underpayment is less than the total amount of the estimated payments due, Tenant hereby agrees that Landlord shall be entitled to deduct such underpayment from Tenant’s Security Deposit. If Landlord reasonably determines that an overpayment has been made by Tenant under Section 6.3.1 above for such yearTenant, then any such overpayment, or overpayments, Landlord shall be credited toward the monthly Rent next falling due after determination by Landlord of such refund said overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within thirty (30) days following thereafter. Notwithstanding the foregoing, failure of Landlord to accurately estimate Tenant’s receipt Share of such Annual Reconciliation)expenses or to otherwise perform such reconciliation of expenses, including without limitation, Landlord’s failure to deduct any portion of any underpayment from Tenant’s Security Deposit, shall not constitute a waiver of Landlord’s right to collect any of Tenant’s underpayment at any time during the Term of the Lease or at any time within sixty (60) days after the expiration or earlier termination of this Lease.

Annual Reconciliation. At Within one hundred twenty (120) days after the end close of each calendar year Expense Year or as soon thereafter as practicable practicable, Landlord shall will deliver to Tenant the following: (i) a statement (“Annual Reconciliation”) of (a) the actual annual Operating Expenses and TenantOther Charges for such Expense Year, certified by Landlord’s Percentage of Operating Expenses for the preceding year, property manager; and (bii) a statement of the actual annual Real Property Taxes and Tenant’s Percentage payments of Real Property Taxes Other Charges actually made by Tenant for the preceding yearsuch Expense Year. If for any year, on the sum basis of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) such statements Tenant owes an amount that is less than the total amount of the estimated payments for such Expense Year previously made by Tenant under Section 6.3.1 above for such yearTenant, then any such overpayment, or overpayments, shall be credited toward Landlord at its election will either promptly refund the monthly Rent next falling due after determination by Landlord amount of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of or credit such excess against Tenant’s Percentage subsequent obligations to pay Rent and Other Charges. If on the basis of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) such statements Tenant owes an amount that is more than the total amount of the estimated payments for such Expense Year previously made by Tenant, Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant will pay the deficiency to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within thirty (30) days after delivery of such statements to Tenant. The termination of this Lease will not affect the obligations of Landlord and Tenant pursuant to Section 4.3 of this Lease to be performed after such termination, provided, however, that Tenant’s share of Operating Expenses and Property Taxes shall be equitably prorated through the termination date and Tenant shall only be responsible for its share that accrued on or prior to the termination date. In the event Tenant objects in writing to any such year-end statement for Other Charges within sixty (60) days after receipt of such statement, then Tenant shall have the right, during the six (6) month period following delivery of such statement, at Tenant’s sole cost, to review in Landlord’s offices Landlord’s records relevant to such statement. Such review shall be carried out only by a nationally recognized accounting firm and not by any other person, and shall be subject to Landlord’s reasonable audit procedures. No person conducting such an audit shall be compensated on a “contingency” or other incentive basis. If, as of the date sixty (60) days after Tenant’s receipt of such Annual Reconciliationyear-end statement or billing, Tenant shall not have objected thereto in writing, or if, during the six (6) month period following delivery of such statement or billing, Tenant shall not have carried out a review of Landlord’s records, then such year-end statement or billing, as the case may be, shall be final and binding upon Landlord and Tenant, and Tenant shall have no further right to object to such statement or billing. If Tenant timely delivers a written objection to a year-end statement or billing and, within such six (6) month period, Tenant conducts an audit and delivers to Landlord a written statement specifying objections to such annual statement, then Tenant and Landlord shall meet to attempt to resolve such objection within ten (10) days after delivery of the objection statement. If such objection is not resolved within such ten (10) day period, then either party shall have the right, at any time within sixty (60) days after the expiration of such ten (10) day period, to require that the dispute be submitted to binding arbitration under the rules of the American Arbitration Association. If neither Landlord nor Tenant commences an arbitration proceeding within such sixty (60) day period, then the year-end statement in question shall be final and binding on Landlord and Tenant. Notwithstanding that any such dispute remains unresolved, Tenant shall be obligated to pay Landlord all amounts payable in accordance with this Section 4.3 (including any disputed amount). The audit and arbitration procedures set forth in this Section 4.3 shall be Tenant’s exclusive remedy with respect to the calculation of the amount of Tenant’s obligations under this Section 4.3. In the event that it is finally determined that Landlord over billed Tenant by more than four percent (4%), then, provided that Tenant delivers to Landlord a written statement setting forth in reasonable detail the expenses actually incurred by Tenant in conducting such audit, Landlord shall reimburse Tenant for reasonable expenses incurred in connection with such audit. In all events, Landlord shall pay Tenant the amount of any overpayment. The results of any review or audit of Other Charges conducted pursuant to this Section 4.3, shall be held strictly confidential by Tenant. Lessor shall keep full, accurate, and separate books of account covering all Lessor’s Operating Expenses and Property Taxes, and the statement to Lessee shall accurately reflect the total Operating Expenses and Property Taxes and Lessee’s pro rata share. The books of account shall be retained by Lessor for a period of at least two years after the expiration of each calendar year. Lessee shall have the right at all reasonable times during the Term to inspect the books of account.

Annual Reconciliation. At Within 180 days after the end of each calendar year or as soon thereafter as practicable possible thereafter, Landlord shall deliver to send Tenant a an annual statement (“Annual Reconciliation”) of (a) the actual annual Operating Expenses and Tenant’s Percentage of Operating Expenses for the preceding calendar year (the “Annual Statement”). Landlord’s failure to render an Annual Statement for any calendar year shall not prejudice Landlord’s right to issue an Annual Statement with respect to that calendar year or any subsequent calendar year, and (b) the actual annual Real Property Taxes and Tenantnor shall Landlord’s Percentage rendering of Real Property Taxes for the preceding yearan incorrect Annual Statement prejudice Landlord’s right subsequently to issue a corrected Annual Statement. If for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in Pursuant to the Annual Reconciliation) is less than the total amount of the estimated payments made by Statement, Tenant under Section 6.3.1 above for such year, then any such overpayment, or overpayments, shall be credited toward the monthly Rent next falling due after determination by Landlord of such overpayment or overpayments and shall be paid to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant pay to Landlord concurrently with the next regular monthly Basic Additional Rent payment coming due as owed within 30 days after Tenant’s receipt of the Annual Reconciliation (Statement, or Landlord shall adjust Tenant's Rent payments if Landlord owes Tenant a credit. After the Term Expiration Date or earlier termination date of the Lease, Landlord shall have expired or terminatedsend Tenant the final Annual Statement for the Term, and Tenant shall pay to Landlord Additional Rent as owed within thirty (30) 30 days following after Tenant’s receipt of such the Annual ReconciliationStatement, or, if Landlord owes Tenant a credit, then Landlord shall pay Tenant a refund. If this Lease expires or terminates on a day other than December 31, then Additional Rent shall be prorated on a 365‑day calendar year (or 366 if a leap year). If there is a decrease in Operating Expenses in any subsequent year below Expense Stop, then no Additional Rent shall be due on account of Operating Expenses; provided, however, Tenant shall not be entitled to any credit, refund or other payment that would reduce the amount of any other Additional Rent or Base Rent owed by Tenant.

Annual Reconciliation. At the end By June 30th of each calendar year year, or as soon thereafter as practicable reasonably possible, Landlord shall deliver to furnish Tenant a statement (“Annual Reconciliation”) with an accounting of (a) the actual annual and accrued Operating Expenses and Tenant’s Percentage of Operating Tax Expenses for the preceding year, and (b) the actual annual Real Property Taxes and Tenant’s Percentage of Real Property Taxes for the preceding prior calendar year. If for any yearWithin thirty (30) days of Landlord’s delivery of such accounting, Tenant shall pay to Landlord the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is less than the total amount of any underpayment. Notwithstanding the estimated payments made foregoing, failure by Tenant under Section 6.3.1 above for Landlord to give such year, then any accounting by such overpayment, or overpayments, date shall be credited toward the monthly Rent next falling due after determination not constitute a waiver by Landlord of such its right to collect any underpayment by Tenant at any time (subject to the limitations set forth below). Landlord shall credit the amount of any overpayment by Tenant toward the next Rent payment(s) falling due, or overpayments and shall be paid where the Term of the Lease has expired, refund the amount of overpayment to Tenant in a lump sum for periods after the expiration of the Term. Similarly, if for any year, the sum of Tenant’s Percentage of Operating Expenses and Tenant’s Percentage of Real Property Taxes (as specified in the Annual Reconciliation) is more than the total amount of the estimated payments made by Tenant under Section 6.3.1 above for such year, then any such underpayment, or underpayments, shall be paid by Tenant to Landlord concurrently with the next regular monthly Basic Rent payment coming due after Tenant’s receipt of the Annual Reconciliation (or if the Term shall have expired or terminated, within thirty (30) days following after the determination of the overpayment. If the Term of the Lease expires prior to the annual reconciliation of expenses Landlord shall have the right to reasonably estimate Tenant’s receipt Share of such Annual Reconciliation)expenses, and if Landlord determines that there has been an underpayment, Landlord may deduct such underpayment from Tenant’s Letter of Credit. Failure by Landlord to accurately estimate Tenant’s Share of such expenses or to otherwise perform such reconciliation of expenses shall not constitute a waiver of Landlord’s right to collect any of Tenant’s underpayment at any time during the Term of the Lease or at any time after the expiration or earlier termination of this Lease. Notwithstanding anything to the contrary contained in this Lease, if Landlord has not delivered an accounting for any calendar year during the Term (except for the accounting applicable to the calendar year during which the Term expired or was terminated) by the date that is two (2) years after the end of the calendar year in question, Tenant shall not be obligated to pay Tenant’s Share of any underpayment of Operating Expenses or Tax Expenses for such calendar year. If the accounting for the last calendar year of the Term is not delivered to Tenant within six (6) months after the last day of such calendar year, Tenant shall not be obligated to pay Tenant’s Share of any underpayment of Operating or Tax Expenses applicable to that portion of such year comprising during the Term.