Common use of Books and Reports Clause in Contracts

Books and Reports. For the protection of Lessee, Lessor shall maintain for a period of at least two (2) years from the end of each Lease Year books of account and records for all Operating Costs, including, but not limited to, Corporate Park Expenses in accordance with good commercial real estate practice which shall be open to Lessee and its representatives at all reasonable times so Lessee can determine that Operating Costs have, in fact, been paid or incurred. Any disagreement with respect to any one or more of said charges if not satisfactorily settled between Lessor and Lessee shall be referred by either party to an independent certified public accountant to be mutually agreed upon, and if such an accountant cannot be agreed upon, the American Arbitration Association may be asked by either party to select an arbitrator, whose decision on the dispute will be final and binding upon both parties, who shall equally share any cost of such arbitration. Pending resolution of said dispute, Lessee shall pay to Lessor the sum so billed by Lessor subject to ultimate resolution as aforesaid. If based upon Lessee's inspection, it is determined (either by agreement of the parties or by a final unappealable arbitration award) that the sums paid by Lessee hereunder in such Lease Year exceeded Lessee's actual Operating Costs for such Lease Year by more than five percent (5%), then Lessor will reimburse Lessee for the reasonable costs it incurred to outside, independent auditors to conduct such inspection. Such reimbursement shall be made within thirty (30) days after demand based upon reasonable substantiation by Lessee of such costs. If Lessee is entitled to a refund on account of any overpayment, then, at Lessor's option, the over payment shall be either refunded directly to Lessee or applied against future payment(s) of Additional Rent.

Books and Reports. For the protection of Lessee, Lessor shall Landlord will maintain for a period of at least two (2) years from the end of each Lease Year books of account and records for all Operating Costswhich, includingprovided that Tenant has not breached this Lease, but not limited to, Corporate Park Expenses in accordance with good commercial real estate practice which shall will be open to Lessee Tenant and its representatives at all reasonable times so Lessee that Tenant can determine that Operating such Operating, Utility and Energy, Insurance and Real Estate Tax Costs have, in fact, been paid or incurred. Any disagreement with respect Tenant's representatives will mean only (i) Tenant’s employees or (ii) a qualified professional, and neither Tenant’s employees nor any qualified professional will be permitted to perform such inspection and/or audit on a contingency basis or for any other tenant in the Building. At Landlord’s request, Tenant and/or Tenant’s qualified professional will execute a confidentiality agreement reasonably acceptable to Landlord prior to any examination of Landlord’s books and records. In the event Tenant disputes any one or more of said charges such charges, Landlord will work with Tenant in good faith to resolve such dispute with Landlord, provided that if such dispute is not satisfactorily settled between Lessor Landlord and Lessee shall Tenant within thirty (30) days, then upon request of either party, the dispute will be referred by either party to an independent indepen­dent certified public accountant to be mutually agreed uponupon to arbitrate the dispute, and if such an accountant cannot be agreed upon, the American Arbitration Association may be asked by either party to select an arbitrator, whose decision on the dispute will be final and binding upon both parties, who shall equally will jointly share any cost of such arbitration. Pending resolution of said the dispute, Lessee shall the Tenant will pay to Lessor Landlord the sum so billed by Lessor Landlord, subject to its ultimate resolution as aforesaidset forth above. If The arbitration mechanism set forth above shall be the sole process available to resolve such disputes. If, based upon Lessee's Tenant’s inspection, it is determined (either by agreement of the parties or by a final unappealable arbitration award) that based upon Landlord's books and records for Operating Costs, Real Estate Taxes and Insurance Costs for any Lease Year, the sums aggregate sum paid by Lessee hereunder in such Lease Year exceeded Lessee's Tenant’s aggregate sum of actual Operating Costs, Real Estate Taxes and Insurance Costs for such Lease Year by more than five percent (5%), then Lessor Landlord will reimburse Lessee Tenant for the actual reasonable out-of-pocket costs it incurred to outside, independent auditors to conduct such inspection, such cost not to exceed $3,500.00. Such reimbursement shall be made within thirty (30) days after demand based upon reasonable substantiation by Lessee Tenant of such costs. If Lessee Tenant is entitled to a refund on account of any overpayment, then, at Lessor's Landlord’s option, the over payment overpayment shall be either refunded directly to Lessee Tenant or applied against future payment(s) of Additional Rent.

Books and Reports. For the protection of Lessee, Lessor shall Landlord will maintain for a period of at least two (2) years from the end of each Lease Year books of account which, provided that Tenant is not the in default under this Lease beyond the expiration of any applicable notice and records for all Operating Costscure period, including, but not limited to, Corporate Park Expenses in accordance with good commercial real estate practice which shall will be open to Lessee Tenant and its representatives at all reasonable times so Lessee that Tenant can determine that such Operating Costs Costs, Real Estate Taxes and Building Electric have, in fact, been paid or incurred. Any disagreement with respect Tenant's representatives will mean only (i) Tenant’s employees or (ii) a Certified Public Accounting firm, and neither Tenant’s employees nor any Certified Public Accounting firm will be permitted to perform such inspection and/or audit on a contingency basis or for any other tenant in the Building. At Landlord’s request, Tenant and/or Tenant’s Certified Public Accounting firm will execute a confidentiality agreement reasonably acceptable to Landlord prior to any examination of Landlord’s books and records. In the event Tenant disputes any one or more of said charges such charges, Tenant will attempt to resolve such dispute with Landlord, provided that if such dispute is not satisfactorily settled between Lessor Landlord and Lessee shall Tenant within thirty (30) days, then upon request of either party, the dispute will be referred by either party to an independent certified public accountant to be mutually agreed uponupon to arbitrate the dispute, and if such an accountant cannot be agreed upon, the American Arbitration Association may be asked by either party to select an arbitrator, whose decision on the dispute will be final and binding upon both parties, who shall equally will jointly share any cost of such arbitration. Pending resolution of said the dispute, Lessee shall the Tenant will pay to Lessor Landlord the sum so billed by Lessor Landlord, subject to its ultimate resolution as aforesaidset forth above. If based upon Lessee's inspection, it is determined (either by agreement of the parties or by a final unappealable The arbitration award) that the sums paid by Lessee hereunder in such Lease Year exceeded Lessee's actual Operating Costs for such Lease Year by more than five percent (5%), then Lessor will reimburse Lessee for the reasonable costs it incurred to outside, independent auditors to conduct such inspection. Such reimbursement mechanism set forth above shall be made within thirty (30) days after demand based upon reasonable substantiation by Lessee of the sole process available to resolve such costs. If Lessee is entitled to a refund on account of any overpayment, then, at Lessor's option, the over payment shall be either refunded directly to Lessee or applied against future payment(s) of Additional Rentdisputes.

Books and Reports. For the protection of Lessee, Lessor shall maintain for a period of at least two (2) years from the end of each Lease Year books of account and records for all Operating Costs, including, but not limited to, Corporate Park Expenses in accordance with good commercial real estate practice which shall be open to Lessee and its representatives at all reasonable times so that Lessee can determine that Operating such Operating, Utility and Energy and Real Estate Tax Costs have, in fact, been paid or incurred. Any disagreement Lessee's representatives shall mean only (i) Lessee's employees or (ii) a Certified Public Accounting firm, and neither Lessee's employees nor any Certified Public Accounting firm shall be permitted to perform such an inspection and/or audit for any other tenant in the Building. Lessee or its representatives shall be entitled to make and retain copies of any materials reviewed in connection with respect the exercise of such right. If Lessee or its representatives determine that Lessor has overstated Lessee's Percentage of Operating Costs and/or Utility and Energy Costs, or Real Estate Taxes for the applicable Lease Year by more than seven percent (7%), Lessor shall pay all of Lessee's actual and reasonable expenses related to such inspection after Lessee delivers to Lessor reasonable documentation evidencing such expenses. At Lessor's request, Lessee shall execute a confidentiality agreement reasonably acceptable to Lessor prior to any examination of Lessor's books and records. In the event Lessee disputes any one or more of said charges charges, Lessee shall attempt to resolve such dispute with Lessor, provided that if such dispute shall not be satisfactorily settled between Lessor and Lessee Lessee, the dispute shall be referred by either party to an independent certified public accountant to be mutually agreed upon, and if such an accountant cannot be agreed upon, the The American Arbitration Association may be asked by either party to select an arbitrator, whose decision on the dispute will be final and binding upon both parties, who shall equally jointly share any cost of such arbitration. Pending resolution of said dispute, dispute the Lessee shall pay to Lessor the sum so billed by Lessor subject to its ultimate resolution as aforesaid. If based upon Lessee's inspection, it is determined (either by agreement of the parties or by a final unappealable arbitration award) that the sums paid by Lessee hereunder in such Lease Year exceeded Lessee's actual Operating Costs for such Lease Year by more than five percent (5%), then Lessor will reimburse Lessee for the reasonable costs it incurred to outside, independent auditors to conduct such inspection. Such reimbursement shall be made within thirty (30) days after demand based upon reasonable substantiation by Lessee of such costs. If Lessee is entitled to a refund on account of any overpayment, then, at Lessor's option, the over payment shall be either refunded directly to Lessee or applied against future payment(s) of Additional Rent.

Books and Reports. For the protection of Lessee, Lessor shall maintain for a period of at least two (2) years from the end of each Lease Year books of account and records for all Operating Costs, including, but not limited to, Corporate Park Expenses in accordance with good commercial real estate practice which shall be open to Lessee and its representatives at all reasonable times so that Lessee can determine that Operating such Operating, Utility and Energy and Real Estate Tax Costs have, in fact, been paid or incurred. Any disagreement with respect Lessee's representatives shall mean only (i) Lessee's employees or (ii) a Certified Public Accounting firm, and neither Lessee's employees nor any Certified Public Accounting firm shall be permitted to (1) perform such inspection and/or audit on a contingency basis, or (2) perform such an inspection and/or audit for any other lessee in the Building. At Lessor's request, Lessee shall execute a confidentiality agreement reasonably acceptable to Lessor prior to any examination of Lessor's books and records. In the event Lessee disputes any one or more of said charges charges, Lessee shall attempt to resolve such dispute with Lessor, provided that if such dispute shall not be satisfactorily settled between Lessor and Lessee Lessee, the dispute shall be referred by either party to an independent certified public accountant to be mutually agreed upon, and if such an accountant cannot be agreed upon, the The American Arbitration Association (or successor thereto) may be asked by either party to select an arbitrator, whose decision on of the dispute will be final and binding upon both parties, who shall equally jointly share any cost of such arbitration. Pending resolution of said dispute, Lessee shall pay to Lessor the sum so billed by Lessor under protest and without prejudice subject to its ultimate resolution as aforesaid. If If, based upon Lessee's inspection, it is determined (either by agreement of the parties or by a final unappealable arbitration award) that based upon Lessor's books and records for Operating Costs for any Lease Year, the sums paid by Lessee hereunder in such Lease Year exceeded Lessee's actual Operating Costs for such Lease Year by more than five six percent (56%), then Lessor will reimburse Lessee Tenant for the reasonable costs it incurred to outside, independent auditors to conduct such inspection. Such reimbursement shall be made within thirty (30) days after demand based upon reasonable substantiation by Lessee of such costs. If Lessee is entitled to a refund on account of any overpayment, then, at Lessor's option, the over payment overpayment shall be either refunded directly to Lessee or applied against future payment(s) of Additional Rent.)

Books and Reports. For the protection of Lessee, Lessor shall Landlord will maintain for a period of at least two (2) years from the end of each Lease Year books of account and records for all Operating Costswhich, includingprovided that Tenant has not breached this Lease, but not limited to, Corporate Park Expenses in accordance with good commercial real estate practice which shall will be open to Lessee Tenant and its representatives at all reasonable times so Lessee that Tenant can determine that Operating such Operating, Utility and Energy, Insurance and Real Estate Tax Costs have, in fact, been paid or incurred. Any disagreement with respect Tenant's representatives will mean only (i) Tenant's employees or (ii) a Certified Public Accounting firm, and neither Tenant's employees nor any Certified Public Accounting firm will be permitted to perform such inspection and/or audit on a contingency basis or for any other tenant in the Building. At Landlord's request, Tenant and/or Tenant's Certified Public Accounting firm will execute a confidentiality agreement reasonably acceptable to Landlord prior to any examination of Landlord's books and records. In the event Tenant disputes any one or more of said charges such charges, Tenant will attempt to resolve such dispute with Landlord, provided that if such dispute is not satisfactorily settled between Lessor Landlord and Lessee shall Tenant within thirty (30) days, then upon request of either party, the dispute will be referred by either party to an independent certified public accountant to be mutually agreed uponupon to arbitrate the dispute, and if such an accountant cannot be agreed upon, the American Arbitration Association may be asked by either party to select an arbitrator, whose decision on the dispute will be final and binding upon both parties, who shall equally will jointly share any cost of such arbitration. Pending resolution of said the dispute, Lessee shall the Tenant will pay to Lessor Landlord the sum so billed by Lessor Landlord, subject to its ultimate resolution as aforesaidset forth above. If based upon Lessee's inspection, it is determined (either by agreement of the parties or by a final unappealable The arbitration award) that the sums paid by Lessee hereunder in such Lease Year exceeded Lessee's actual Operating Costs for such Lease Year by more than five percent (5%), then Lessor will reimburse Lessee for the reasonable costs it incurred to outside, independent auditors to conduct such inspection. Such reimbursement mechanism set forth above shall be made within thirty (30) days after demand based upon reasonable substantiation by Lessee of the sole process available to resolve such costs. If Lessee is entitled to a refund on account of any overpayment, then, at Lessor's option, the over payment shall be either refunded directly to Lessee or applied against future payment(s) of Additional Rentdisputes.