Common use of Determination of Amounts Due Clause in Contracts

Determination of Amounts Due. (a) Landlord shall have the right, at its discretion, to make reasonable estimates (and to revise any estimate from time to time, which may be more frequently than annually, as it shall deem necessary) of the amounts of Additional Rent to become due for Tenant’s Share of Operating Expenses in any calendar year, and to require Tenant to pay such estimated amounts in equal monthly installments due as required by Section 5.3 on the first day of each calendar month. Interest shall accrue thereon when and as required by Section 5.4. Whenever an estimate of Additional Rent for Operating Expenses shall be revised as aforesaid, Landlord shall have the right to correspondingly adjust the monthly installments thereafter to be paid. Alternatively, Landlord shall have the right to xxxx Tenant at the end of each calendar year, or at such intervals during the applicable calendar year as Landlord deems appropriate, for Tenant’s Share of Operating Expenses incurred at the time of billing. In such case, Tenant shall have ten (10) business days after receipt of Landlord’s invoice to pay such Additional Rent, after which time interest at the Interest Rate shall accrue. (b) At the end of each calendar year, Landlord shall cause the actual amounts incurred as Operating Expenses for such calendar year and Tenant’s Share thereof due as Additional Rent to be computed, and a reconciliation statement thereof shall be sent to Tenant. Excess payments received from Tenant shall be credited toward subsequent payments due as Tenant’s Share of Operating Expenses (with any net excess at the end of this Lease being returned to Tenant provided Tenant is not in default hereunder), and deficits shall be paid by Tenant on the next due date for payment of Operating Expenses set by Landlord, (with any net deficiency at the end of this Lease to be paid by Tenant within ten (10) business days after Landlord’s demand therefor or, at Landlord’s option, deducted from the Security Deposit). (c) Unless, within thirty (30) days after Tenant’s receipt of Landlord’s reconciliation statement described above, Tenant notifies Landlord that it disagrees with Landlord’s calculation, specifying in detail the basis for such assertion (“Tenant’s Dispute Notice”), Landlord’s reconciliation statement provided to Tenant shall be conclusive and binding upon Tenant for the period represented thereby. If Tenant timely sends Tenant’s Dispute Notice to Landlord, Tenant, at Tenant’s expense, shall have thirty (30) days from the giving of Tenant’s Dispute Notice to audit the books and records maintained by Landlord for the calculation of Operating Expenses for the year in question. Tenant’s right to audit may be conducted directly by Tenant or by an independent certified public accountant but, in either case, shall be conducted only at the location where Landlord maintains its books and records and only during Landlord’s normal business hours of operation at a day and time agreed by Landlord. Tenant’s failure to conduct such audit within such thirty (30) day period shall be deemed a waiver of Tenant’s right to do so, in which case Landlord’s reconciliation statement shall be conclusive and binding for such calendar year. (d) Tenant shall promptly notify Landlord of the results of any audit so conducted by Tenant. Upon Landlord’s receipt of notice that Tenant claims an adjustment to Tenant is due (an “Overcharge Notice”), Landlord shall notify Tenant in writing within thirty (30) days of receipt of the Overcharge Notice whether or not it agrees with the determination set forth in the Overcharge Notice. Landlord’s failure to timely notify Tenant that it disagrees with the Overcharge Notice (“Landlord’s Dispute Notice”) shall be treated as if Landlord provided notice to Tenant that it disagreed with such Overcharge Notice. If Landlord agrees with the Overcharge Notice, adjustment shall be made as provided in Subsection (b) above. If Landlord provides Tenant with a Landlord Dispute Notice, then Landlord and Tenant, as soon as reasonably practical thereafter, shall endeavor to resolve the disputed charge. If they are unable to do so within thirty (30) days of Landlord’s Dispute Notice, then Landlord and Tenant shall select an independent arbitrator approved by the American Arbitration Association, on whom they reasonably agree, to resolve the dispute, which determination shall be final and binding on the parties. The cost of the arbitration shall be prorated and paid by the parties based on the percentage of the disputed amount that the arbitrator awards to each party or otherwise as directed by the arbitrator. Failure to select an arbitrator within sixty (60) days of Landlord’s Dispute Notice shall result in a resolution in Landlord’s favor.

Determination of Amounts Due. (a) Landlord shall have the right, at its discretion, to make reasonable estimates (and to revise any estimate from time to time, which may be more frequently than annually, as it shall deem necessary) of the amounts of Additional Rent to become due for Tenant’s Share of Operating Expenses in any calendar year, and to require Tenant to pay such estimated amounts in equal monthly installments due as required by Section 5.3 on the first day of each calendar month. Interest shall accrue thereon when and as required by Section 5.4. Whenever an estimate of Additional Rent for Operating Expenses shall be revised as aforesaid, Landlord shall have the right to correspondingly adjust increase the monthly installments thereafter to be paid. Alternatively, Landlord shall have the right to xxxx bill Tenant at the end of each calendar year, or at such intervals during the applicable calendar year as Landlord deems appropriate, for Tenant’s Share of Operating Expenses incurred at the time of billing. In such case, Tenant shall have ten (10) business days after receipt of Landlord’s invoice to pay such Additional Rent, after which time interest at the Interest Rate shall accrue. (b) At the end of each calendar year, Landlord shall cause the actual amounts incurred as Operating Expenses for such calendar year and TenantXxxxxx’s Share thereof due as Additional Rent to be computed, and a reconciliation statement thereof shall be sent to Tenant. Excess Excessive payments received from Tenant shall be credited toward subsequent payments due as Tenant’s Share of Operating Expenses (with any net excess at the end of this Lease being returned to Tenant provided Tenant is not in default hereunder), and deficits shall be paid by Tenant Xxxxxx on the next due date for payment of Operating Expenses set by Landlord, (with any net deficiency at the end of this Lease to be paid by Tenant within ten (10) business days after LandlordXxxxxxxx’s demand therefor or, at Landlord’s option, deducted from the Security Deposit). (c) UnlessXxxxxx, within thirty (30) days after TenantXxxxxx’s receipt of Landlord’s reconciliation statement described above, Tenant notifies Landlord that it disagrees with LandlordXxxxxxxx’s calculation, specifying in detail the basis for such assertion (“Tenant’s Dispute Notice”), LandlordXxxxxxxx’s reconciliation statement provided to Tenant shall be conclusive and binding upon Tenant for the period represented thereby. If Tenant timely sends TenantXxxxxx’s Dispute Notice to Landlord, Tenant, at Tenant’s expense, shall have thirty (30) days from the giving of Tenant’s Dispute Notice to audit the books and records maintained by Landlord for the calculation of Operating Expenses for the year in question. Tenant’s right to audit may be conducted directly by Tenant or by an independent certified public accountant but, in either case, shall be conducted only at the location where Landlord maintains its books and records and only during Landlord’s normal business hours of operation at a day and time agreed by Landlordoperation. Any adjustment required following such review shall be made in accordance with Subsection (b) above. Tenant’s failure to conduct such audit within such thirty (30) day period shall be deemed a waiver of Tenant’s right to do so, in which case Landlord’s reconciliation statement shall be conclusive and binding for such calendar year. (d) Tenant shall promptly notify Landlord of the results of any audit so conducted by TenantXxxxxx. Upon LandlordXxxxxxxx’s receipt of notice that Tenant Xxxxxx claims an adjustment to Tenant is due (an “Overcharge Notice”), Landlord shall notify Tenant in writing within thirty (30) days of receipt of the Overcharge Notice whether or not it agrees with the determination set forth in the Overcharge Notice. LandlordXxxxxxxx’s failure to timely notify Tenant that it disagrees with the Overcharge Notice (“Landlord’s Dispute Notice”) shall be treated as if Landlord provided notice to Tenant that it disagreed with such Overcharge Notice. If Landlord agrees with the Overcharge Notice, adjustment shall be made as provided in Subsection (b) above. If Landlord provides Tenant with a Landlord Dispute Notice, then Landlord and Tenant, as soon as reasonably practical thereafter, shall endeavor to resolve the disputed charge. If they are unable to do so within thirty (30) days of Landlord’s Dispute Notice, then Landlord and Tenant shall select an independent arbitrator approved by the American Arbitration Association, on whom they reasonably agree, to resolve the dispute, which determination shall be final and binding on the parties. The cost of the arbitration arbitrator shall be prorated and paid by the parties based on the percentage of the disputed amount that the arbitrator awards to each party or otherwise as directed by the arbitrator. Failure to select an arbitrator within sixty (60) days of Landlord’s Dispute Notice shall result in a resolution in Landlord’s favor.

Determination of Amounts Due. (a) Landlord shall have the right, at as its discretion, to make reasonable estimates (and to revise any estimate from time to time, which may be more frequently than annually, as it shall deem necessary) of the amounts of Additional Rent to become due for Tenant’s 's Share of Operating Expenses in any calendar year, and to require Tenant to pay such estimated amounts in equal monthly installments due as required by Section 5.3 on the first day of each calendar month. Interest shall accrue thereon when and as required by Section 5.4. Whenever an estimate of Additional Rent for Operating Expenses shall be revised as aforesaid, Landlord shall have the right to correspondingly adjust increase the monthly installments thereafter to be paid. Alternatively, Landlord shall have the right to xxxx Tenant at the end of each calendar year, or at as such intervals during the applicable calendar year as Landlord deems appropriate, for Tenant’s 's Share of Operating Expenses incurred at the time of billing. In such casecase , Tenant shall have ten thirty (1030) business days after receipt of Landlord’s 's invoice to pay such Additional Rent, after which time interest at the Interest Rate shall accrue. (b) At the end of each calendar year, Landlord shall cause the actual amounts incurred as Operating Expenses for such calendar year and Tenant’s 's Share thereof due as Additional Rent to be computed, and a reconciliation statement thereof shall be sent to Tenant. Excess Excessive payments received from Tenant shall be credited toward subsequent payments due as Tenant’s 's Share of Operating Expenses (with any net excess at the end of this Lease being returned to Tenant provided Tenant is not in default hereunder), and deficits shall be paid by Tenant on the next due date for payment of Operating Expenses set by Landlord, (with any net deficiency at the end of this Lease to be paid by Tenant within ten (10) business days after Landlord’s 's demand therefor or, at Landlord’s 's option, deducted from the Security Deposit). (c) Unless, within thirty ninety (3090) days after Tenant’s 's receipt of Landlord’s 's reconciliation statement described above, Tenant notifies Landlord that it disagrees with Landlord’s 's calculation, specifying in detail the basis for such assertion (“"Tenant’s 's Dispute Notice”"), Landlord’s 's reconciliation statement provided to Tenant shall be conclusive and binding upon Tenant for the period represented thereby. If Tenant timely sends Tenant’s 's Dispute Notice to Landlord, Tenant, at Tenant’s 's expense, shall have thirty sixty (3060) days from the giving of Tenant’s 's Dispute Notice to audit the books and records maintained by Landlord for the calculation of Operating Expenses for the year in question. Tenant’s 's right to audit may be conducted directly by Tenant or by an independent certified public accountant but, in either case, shall be conducted only at the location where Landlord maintains its books and records and only during Landlord’s 's normal business hours of operation at a day and time agreed by Landlordoperation. Any adjustment required following such review shall be made in accordance with Subsection (b) above. Tenant’s 's failure to conduct such audit within such thirty sixty (3060) day period shall be deemed a waiver of Tenant’s 's right to do so, in which case Landlord’s 's reconciliation statement shall be conclusive and binding for such calendar year. (d) Tenant shall promptly notify Landlord of the results result of any audit so conducted by Tenant. Upon Landlord’s 's receipt of notice that Tenant claims an adjustment to Tenant is due (an “"Overcharge Notice”"), Landlord shall notify Tenant in writing within thirty (30) days of receipt of the Overcharge Notice whether or not it agrees with the determination set forth in the Overcharge Notice. Landlord’s 's failure to timely notify Tenant that it disagrees with the Overcharge Notice (“"Landlord’s 's Dispute Notice”") shall be treated as if Landlord provided notice to Tenant that it disagreed with such Overcharge Notice. If Landlord agrees with the Overcharge Notice, adjustment shall be made as provided in Subsection (b) above. If Landlord provides Tenant with a Landlord Dispute Notice, then Landlord and Tenant, as soon as reasonably practical thereafter, shall endeavor to resolve the disputed charge. If they are unable to do so within thirty (30) days of Landlord’s 's Dispute Notice, then Landlord and Tenant shall select an independent arbitrator approved by the American Arbitration Association, on whom they reasonably reasonable agree, to resolve the dispute, which determination shall be final and binding on the parties. The cost of the arbitration arbitrator shall be prorated and paid by the parties based on the percentage of the disputed amount that the arbitrator awards to each party or otherwise as directed by the arbitrator. Failure to select an arbitrator within sixty (60) days of Landlord’s Dispute Notice shall result in a resolution in Landlord’s favor.