Common use of Excluded Costs Clause in Contracts

Excluded Costs. “Excluded Costs” shall be defined as (i) any mortgage charges (including interest, principal, points and fees); (ii) brokerage commissions; (iii) salaries of executives and owners not directly employed in the management/operation of the Property; (iv) the cost of work done by Landlord for a particular tenant; (v) the cost of items which, by generally accepted accounting principles, would be capitalized on the books of Landlord or are otherwise not properly chargeable against income, except to the extent permitted pursuant to Section A (i) or (ii) above; (vi) the costs of Landlord’s Work and any contributions made by Landlord to any tenant of the Property in connection with the build-out of its premises; (vii) franchise or income taxes imposed on Landlord; (viii) costs paid directly by individual tenants to suppliers, including tenant electricity, telephone and other utility costs; (ix) increases in premiums for insurance when such increase is caused by the use of the Building by Landlord or any other tenant of the Building; (x) maintenance and repair of capital items not a part of the Building or the Property; (xi) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporation, partnership or other entity; (xiii) advertising and other fees and costs incurred in procuring tenants; (xiv) the cost of any items for which Landlord is reimbursed by insurance, condemnation awards, refund, rebate or otherwise, and any expenses for repairs or maintenance to the extent covered by warranties, guaranties and service contracts; (xv) costs incurred in connection with any disputes between Landlord and its employees, between Landlord and Building management, or between Landlord and other tenants or occupants; and (xvi) costs incurred in connection with the clean-up, response action or remediation of Hazardous Materials at the Property; (xvii) costs incurred for the replacement of (i.e., as opposed to the maintenance and repair of) the Acid Neutralization Tank; (xviii) costs in connection with the leasing of space in the Building, including lease concessions, rental abatement and construction allowances granted to specific tenants; (xix) costs incurred with the sale, financing or refinancing of the Building, fines, interest and penalties incurred due to the late payment of taxes or expenses; (xx) costs incurred by Landlord in connection with the correction of defects in design and original construction of the Building or Property; the costs or expenses of any services or benefits provided generally to the other tenants in the Building and not provided or available to Tenant; sums (other than management fees, it being agreed that the management fees included in Building Operating Costs are as described above) paid to subsidiaries or other affiliates of Landlord for services on or to the Property, Building or the First Floor Premises, but only to the extent that the costs of such services exceed the competitive cost for such services rendered by persons or entities of similar skill, competence and experience; any general administrative expenses, which costs would not be chargeable to operating expenses of the Building in accordance with generally accepted accounting principles, consistently applied; or any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants in the Building under their respective leases.

Excluded Costs. ““ Excluded Costs” shall be means the following expenses, as they relate to the Building Operating Costs and the Project Operating Costs (as defined as below): (i) any mortgage charges (including depreciation, interest, principaland amortization on mortgages or ground lease payments, points and fees); (ii) brokerage commissions; legal fees incurred in negotiating and enforcing tenant leases, (iii) salaries of executives and owners not directly employed in the management/operation of the Property; real estate brokers’ leasing commissions, (iv) the cost of work done by Landlord for a particular tenant; initial improvements or alterations to tenant spaces, (v) the cost of items whichproviding any service directly to and paid directly by any individual tenant, by generally accepted accounting principlesif the cost of providing such service would have otherwise been included in Building’s Operating Costs, would be capitalized on the books of Landlord or are otherwise not properly chargeable against income, except to the extent permitted pursuant to Section A (i) or (ii) above; (vi) the any costs of Landlord’s Work and any contributions made by Landlord to any tenant of the Property expressly excluded from Operating Expenses elsewhere in connection with the build-out of its premises; this Lease, (vii) franchise or income taxes imposed on Landlord; (viii) costs paid directly by individual tenants to suppliers, including tenant electricity, telephone and other utility costs; (ix) increases in premiums for insurance when such increase is caused by the use of the Building by Landlord or any other tenant of the Building; (x) maintenance and repair of capital items not a part of the Building or the Property; (xi) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporation, partnership or other entity; (xiii) advertising and other fees and costs incurred in procuring tenants; (xiv) the cost of any items for which Landlord receives reimbursement from insurance proceeds or a third party (such costs shall be excluded from Operating Expenses in the year in which the reimbursement is reimbursed by insurancereceived), condemnation awardsbut any deductible amount under any insurance policy shall be included within Operating Expenses, refund, rebate or otherwise, and any expenses for repairs or maintenance to the extent covered by warranties, guaranties and service contracts; (xvviii) costs incurred in connection with any disputes between Landlord and its employeesof capital improvements, between Landlord and Building managementexcept as specifically provided herein, or between Landlord and other tenants or occupants; and (xvi) costs incurred in connection with the clean-up, response action or remediation of Hazardous Materials at the Property; (xviiix) costs incurred for the replacement benefit of a single tenant (i.e.for example, as opposed tenant improvement costs to the maintenance and repair of) the Acid Neutralization Tank; build-out a particular suite), (xviii) costs in connection with the leasing of space in the Building, including lease concessions, rental abatement and construction allowances granted to specific tenants; (xixx) costs incurred with the sale, financing or refinancing of the Building, fines, interest and penalties incurred due to Landlord’s breach of a lease, law, or ordinance, (xi) repairs necessitated by the late payment gross negligence or willful misconduct of taxes Landlord, (xii) the cost of earthquake or expenses; (xx) costs incurred flood insurance, unless required by Landlord’s Lender and in such event an amount reasonably estimated by Landlord in connection with to approximate the correction cost of defects in design and original construction of such coverage as if such coverage been carried during the Building or Property; Base Year shall be added to Direct Expenses for the costs or expenses of any services or benefits provided generally to the other tenants in the Building and not provided or available to Tenant; sums Base Year, (other than management fees, it being agreed that the management fees included in Building Operating Costs are as described abovexiii) overhead profit increments paid to Landlord’s subsidiaries or affiliates for management or other affiliates of Landlord for services on or to the Property, Building building or the First Floor Premises, but only for supplies or other materials to the extent that the cost of the services, supplies, or materials exceeds the cost that would have been paid had the services, supplies, or materials been provided by unaffiliated parties on a competitive basis, (xiv) any compensation paid to clerks, attendants, or other persons in commercial concessions operated by Landlord, (xv) advertising and promotional expenditures, (xvi) costs of such services repairs and other work occasioned by fire, windstorm, or other casualty covered by insurance, (xvii) management costs to the extent they exceed 5% of all gross rent collected, (xviii) costs for sculpture, paintings, or other objects of art (nor insurance thereon or extraordinary security in connection therewith), (xix) wages, salaries, or other compensation paid to any executive employees above the competitive grade of building manager, (xx) the cost for such services rendered by persons of correcting any building code or entities other violations which were violations prior to the Lease Commencement Date, and (xxi) the cost of similar skillcontaining, competence and experience; removing, or otherwise remediating any general administrative expenses, which costs would not be chargeable to operating expenses contamination of the Building in accordance with generally accepted accounting principlesProperty (including the underlying land and ground water) by any toxic or hazardous materials (including, consistently applied; or any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants in the Building under their respective leaseswithout limitation, asbestos and “PCB’s”) where such contamination was not caused by Tenant.

Excluded Costs. “Excluded Costs” Strictly provided that the Basement Service Charge shall be defined as not include any of the following: (ia) Any capital costs relating to the construction or the initial equipping and fitting or the infrastructure serving the Estate and/or the Basement or any mortgage charges part or parts thereof or any extension thereof and any capital cost relating to the construction and provision of any office used for the management of the Estate; (including interestb) Any cost relating to the collection and/or review of rents and letting of any other parts of the Estate and any costs or expenses relating to the enforcement of covenants against other owners of Blocks, principalResidential Units or Retail Units tenants of the Estate; (c) Any costs arising out of the wilful default, points and fees); wilful misconduct or wilful omission of the Management Company its servants or agents; (iid) brokerage commissions; (iii) salaries Any costs relating to the major refurbishment of executives and owners not directly employed Blocks and/or Residential Units in the management/operation Estate or any part thereof; (e) Any costs relating to the initial landscaping of any part of the Property; Estate; (ivf) Any costs and expenses relating to the cost making good of work done any damage covered by Landlord any of the Insured Risks (save for a particular tenant; (vany excess under the relevant insurance policy) the cost of items which, by generally accepted accounting principles, would be capitalized on the books of Landlord or are otherwise not properly chargeable against income, except to the extent permitted pursuant to Section A of monies actually received on foot of the relevant policy excluding any excess; (ig) or (ii) above; (vi) the The costs of Landlord’s Work and any contributions made by Landlord to any tenant of the Property in connection with the build-out of its premises; (vii) franchise or income taxes imposed on Landlord; (viii) costs paid directly by individual tenants to suppliers, including tenant electricity, telephone and other utility costs; (ix) increases in premiums valuation for insurance when such increase is caused by the use purposes of the Building by Landlord or any other tenant of the Building; (x) maintenance and repair of capital items not a part of the Building or the PropertyEstate more often than once in every year; or (xih) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporation, partnership or other entity; (xiii) advertising and other fees and costs incurred in procuring tenants; (xiv) the cost of any items for which Landlord is reimbursed by insurance, condemnation awards, refund, rebate or otherwise, and any expenses for repairs or maintenance to the extent covered by warranties, guaranties and service contracts; (xv) costs incurred in connection with any disputes between Landlord and its employees, between Landlord and Building management, or between Landlord and other tenants or occupants; and (xvi) Any costs incurred in connection with the clean-up, response action or remediation of Hazardous Materials at areas within the Property; (xvii) costs incurred Estate designated and built for letting but for the replacement time being vacant; (i) Any costs relating to items of plant, machinery and equipment (i.e.which for the avoidance of doubt includes lifts and air conditioning systems) which are not for the general benefit of the owners and occupiers of Blocks, as opposed Residential Units within the Estate and are for the exclusive use of certain tenants and/or owners of Blocks, Residential Units or Retail Units within the Estate; (j) Any costs and expenses relating to the maintenance and repair of) the Acid Neutralization Tank; (xviii) costs in connection with the leasing making good of space in the Building, including lease concessions, rental abatement and construction allowances granted to specific tenants; (xix) costs incurred with the sale, financing or refinancing any damage covered by any of the Building, fines, interest and penalties incurred due to Insured Risks (save or any excess under the late payment of taxes or expenses; (xxrelevant insurance policy) costs incurred by Landlord in connection with the correction of defects in design and original construction of the Building or Property; the costs or expenses of any services or benefits provided generally to the other tenants in the Building and not provided or available to Tenant; sums (other than management fees, it being agreed that the management fees included in Building Operating Costs are as described above) paid to subsidiaries or other affiliates of Landlord for services on or to the Property, Building or the First Floor Premises, but only to the extent that the costs of such services exceed the competitive cost for such services rendered by persons or entities of similar skill, competence and experience; any general administrative expenses, which costs would not be chargeable to operating expenses monies actually received on foot of the Building in accordance with generally accepted accounting principles, consistently applied; or policy excluding any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants in the Building under their respective leasesexcess.

Excluded Costs. To the extent that the following costs are not included in the Final Project Budget, such costs (collectively the “Excluded Costs” ”) shall be defined allocated as set forth in this Section 3.14: (i) additional costs to construct, re-construct, re-surface, widen or otherwise improve any mortgage charges public or private roadway abutting the Land that may be required by the City of Austin or the County of Xxxxxx or other applicable authority in order to obtain either a building permit or a certificate of occupancy for the Project, but only if such additional costs exceed $100,000.00 (including interest, principal, points and feescosts less than $100,000 shall be added to the Final Project Budget); (ii) brokerage commissionsadditional costs to construct, expand the capacity of or otherwise improve any water lines, sanitary sewer lines, lift stations, private sanitary sewer plants, off-site or regional detention facilities necessary to serve the Land and the to be constructed Improvements, but only if such additional costs exceed $100,000.00 (costs less than $100,000 shall be added to the Final Project Budget); and (iii) salaries Tenant’s Work (as defined in Section 8.1 hereof). The costs of executives and owners not directly employed Tenant’s Work shall be borne solely by Tenant. This Lease shall be conditioned upon an agreement from the parties regarding a mutually acceptable manner in the management/operation of the Property; (iv) the cost of work done by Landlord for a particular tenant; (v) the cost of which to allocate items which, by generally accepted accounting principles, would be capitalized on the books of Landlord or are otherwise not properly chargeable against income, except to the extent permitted pursuant to Section A (i) or and (ii) above; (vi) of Excluded Costs, which agreement shall not be unreasonably withheld. Landlord and Tenant anticipate that they will be able to further define and ascertain the costs impact of Landlord’s Work any of the Excluded Costs during the design phase of the Project. Landlord agrees and acknowledges that Landlord shall not approve or incur any contributions made by obligations in regards to items identified as Excluded Costs without the express written approval of Tenant, which approval will not be unreasonably withheld. Landlord further agrees that Landlord shall provide Tenant all information, documents, or materials in regards to negotiations for any items identified as an Excluded Cost and shall provide Tenant the opportunity to materially participate in any negotiations in regards to any tenant of Excluded Cost item. Tenant and Landlord agree that items identified as Excluded Costs which are required after construction commences will be submitted to Tenant for inclusion into the Property in connection with the build-out of its premises; (vii) franchise or income taxes imposed on Landlord; (viii) costs paid directly by individual tenants to suppliers, including tenant electricity, telephone and other utility costs; (ix) increases in premiums for insurance when such increase is caused by the use of the Building by Landlord or any other tenant of the Building; (x) maintenance and repair of capital items not a part of the Building or the Property; (xi) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporation, partnership or other entity; (xiii) advertising and other fees and costs incurred in procuring tenants; (xiv) the cost of any items for which Landlord is reimbursed by insurance, condemnation awards, refund, rebate or otherwise, and any expenses for repairs or maintenance to the extent covered by warranties, guaranties and service contracts; (xv) costs incurred in connection with any disputes between Landlord and its employees, between Landlord and Building management, or between Landlord and other tenants or occupants; and (xvi) costs incurred in connection with the clean-up, response action or remediation of Hazardous Materials at the Property; (xvii) costs incurred for the replacement of (i.e., as opposed to the maintenance and repair of) the Acid Neutralization Tank; (xviii) costs in connection with the leasing of space in the Building, including lease concessions, rental abatement and construction allowances granted to specific tenants; (xix) costs incurred with the sale, financing or refinancing of the Building, fines, interest and penalties incurred due to the late payment of taxes or expenses; (xx) costs incurred by Landlord in connection with the correction of defects in design and original construction of the Building or Property; the costs or expenses of any services or benefits provided generally to the other tenants in the Building and not provided or available to Tenant; sums (other than management fees, it being agreed that the management fees included in Building Operating Costs are as described above) paid to subsidiaries or other affiliates of Landlord for services on or to the Property, Building or the First Floor Premises, but only to the extent that the costs of such services exceed the competitive cost for such services rendered by persons or entities of similar skill, competence and experience; any general administrative expensesFinal Project Budget, which costs would approval shall not be chargeable to operating expenses of the Building in accordance with generally accepted accounting principles, consistently applied; or any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants in the Building under their respective leasesunreasonably withheld.

Excluded Costs. “The following costs and expenses shall not be considered Project Costs, shall be excluded from the Construction Budget, shall not constitute Cost Overruns, and shall not be funded from the Project Development Fund (together, "Excluded Costs” shall be defined as "): (a) Any costs or expenses related or incidental to a CRCO which the Project Developer accepts (i) any mortgage charges (including interestfor items that are not necessary to comply with the Design Standards, principal, points and fees); (ii) brokerage commissions; (iii) salaries of executives and owners not directly employed in the management/operation of the Property; (iv) the cost of work done by Landlord for a particular tenant; (v) the cost of items which, by generally accepted accounting principles, would be capitalized on the books of Landlord or are otherwise not properly chargeable against income, except to the extent permitted pursuant to Section A (i) or (ii) above; for subsequent changes to elements in the Soccer Stadium Plans previously approved by the CCR. In all events, however, the foregoing shall be subject to the Public Sector Change Order Limitations and such costs shall be borne by the City; (vib) the Any costs of Landlord’s Work and any contributions made or expenses incurred by Landlord to any tenant either of the Property Parties in connection with the build-out of its premises; (vii) franchise or income taxes imposed on Landlord; (viii) costs paid directly by individual tenants to suppliers, including tenant electricity, telephone negotiation and other utility costs; (ix) increases in premiums for insurance when such increase is caused by the use documentation of the Building transactions contemplated by Landlord or any other tenant of the Building; (x) maintenance and repair of capital items not a part of the Building or the Property; (xi) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporationthis Agreement including without limitation, partnership or other entity; (xiii) advertising and other fees and costs incurred in procuring tenants; (xiv) the cost of any items for which Landlord is reimbursed by insurance, condemnation awards, refund, rebate or otherwise, and any expenses for repairs or maintenance to the extent covered by warranties, guaranties and service contracts; (xv) costs incurred in connection with any disputes between Landlord and its employeesadvisors, between Landlord and Building managementattorneys, consultants or between Landlord and other tenants others engaged by them, which costs or occupants; and expenses shall be borne solely by the Party incurring the same; (xvic) Any costs or expenses incurred by the Project Developer in connection with the clean-up, response action or remediation of Hazardous Materials at the Property; Project Improvements that (xviii) costs incurred for the replacement of (i.e., as opposed are not related to the maintenance design, development, permitting, construction, furnishing and repair ofequipping of the Project Improvements, (ii) the Acid Neutralization Tank; (xviii) costs in connection with Project Developer elects to pay even if they are related to the leasing of space in the Buildingdesign, including lease concessionsdevelopment, rental abatement permitting, construction, furnishing and construction allowances granted to specific tenants; (xix) costs incurred with the sale, financing or refinancing equipping of the BuildingProject Improvements, finesor (iii) are otherwise specified in this Agreement to be paid by Project Developer and excluded from Project Costs; (d) Site Costs and Off-Site Utility Work Costs, interest and penalties incurred due which are to be paid by the late payment of taxes or expenses; City; (xxe) Financing costs incurred by Landlord in connection with any Party including bond insurance and legal costs, which amounts shall be borne solely by the correction of defects in design Party incurring the same, and original construction of the Building or Property; the will bear certain interest costs or expenses of any services or benefits provided generally to the other tenants not yet fully paid, as required in the Building and not provided or available to Tenant; sums Interlocal Agreement); (other than management feesf) All Non-CCNA Costs, it being agreed that the management fees included in Building Operating Costs are as described above) paid to subsidiaries or other affiliates of Landlord for services on or to the Property, Building or the First Floor Premises, but only to the extent that the costs of such services same exceed the competitive cost for such services rendered amount of the OSH Contribution, shall be paid by persons or entities of similar skill, competence the Project Developer and experience; any general administrative expenses, which costs would shall not be chargeable to operating expenses of the Building Project Costs; and (g) Any other fee, cost or expense which is specifically identified in accordance with generally accepted accounting principles, consistently applied; or any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants in the Building under their respective leasesAgreement as an Excluded Cost.

Excluded Costs. To the extent that the following costs are not included in the Final Project Budget, such costs (collectively the “Excluded Costs” ”) shall be defined allocated as set forth in this Section 3.14: (i) additional costs to construct, re-construct, re-surface, widen or otherwise improve any mortgage charges public or private roadway abutting the Land that may be required by the City of Austin or the County of Txxxxx or other applicable authority in order to obtain either a building permit or a certificate of occupancy for the Project, but only if such additional costs exceed $100,000.00 (including interest, principal, points and feescosts less than $100,000 shall be added to the Final Project Budget); (ii) brokerage commissionsadditional costs to construct, expand the capacity of or otherwise improve any water lines, sanitary sewer lines, lift stations, private sanitary sewer plants, off-site or regional detention facilities necessary to serve the Land and the to be constructed Improvements, but only if such additional costs exceed $100,000.00 (costs less than $100,000 shall be added to the Final Project Budget); and (iii) salaries Tenant’s Work (as defined in Section 8.1 hereof). The costs of executives and owners not directly employed Tenant’s Work shall be borne solely by Tenant. This Lease shall be conditioned upon an agreement from the parties regarding a mutually acceptable manner in the management/operation of the Property; (iv) the cost of work done by Landlord for a particular tenant; (v) the cost of which to allocate items which, by generally accepted accounting principles, would be capitalized on the books of Landlord or are otherwise not properly chargeable against income, except to the extent permitted pursuant to Section A (i) or and (ii) above; (vi) of Excluded Costs, which agreement shall not be unreasonably withheld. Landlord and Tenant anticipate that they will be able to further define and ascertain the costs impact of Landlord’s Work any of the Excluded Costs during the design phase of the Project. Landlord agrees and acknowledges that Landlord shall not approve or incur any contributions made by obligations in regards to items identified as Excluded Costs without the express written approval of Tenant, which approval will not be unreasonably withheld. Landlord further agrees that Landlord shall provide Tenant all information, documents, or materials in regards to negotiations for any items identified as an Excluded Cost and shall provide Tenant the opportunity to materially participate in any negotiations in regards to any tenant of Excluded Cost item. Tenant and Landlord agree that items identified as Excluded Costs which are required after construction commences will be submitted to Tenant for inclusion into the Property in connection with the build-out of its premises; (vii) franchise or income taxes imposed on Landlord; (viii) costs paid directly by individual tenants to suppliers, including tenant electricity, telephone and other utility costs; (ix) increases in premiums for insurance when such increase is caused by the use of the Building by Landlord or any other tenant of the Building; (x) maintenance and repair of capital items not a part of the Building or the Property; (xi) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporation, partnership or other entity; (xiii) advertising and other fees and costs incurred in procuring tenants; (xiv) the cost of any items for which Landlord is reimbursed by insurance, condemnation awards, refund, rebate or otherwise, and any expenses for repairs or maintenance to the extent covered by warranties, guaranties and service contracts; (xv) costs incurred in connection with any disputes between Landlord and its employees, between Landlord and Building management, or between Landlord and other tenants or occupants; and (xvi) costs incurred in connection with the clean-up, response action or remediation of Hazardous Materials at the Property; (xvii) costs incurred for the replacement of (i.e., as opposed to the maintenance and repair of) the Acid Neutralization Tank; (xviii) costs in connection with the leasing of space in the Building, including lease concessions, rental abatement and construction allowances granted to specific tenants; (xix) costs incurred with the sale, financing or refinancing of the Building, fines, interest and penalties incurred due to the late payment of taxes or expenses; (xx) costs incurred by Landlord in connection with the correction of defects in design and original construction of the Building or Property; the costs or expenses of any services or benefits provided generally to the other tenants in the Building and not provided or available to Tenant; sums (other than management fees, it being agreed that the management fees included in Building Operating Costs are as described above) paid to subsidiaries or other affiliates of Landlord for services on or to the Property, Building or the First Floor Premises, but only to the extent that the costs of such services exceed the competitive cost for such services rendered by persons or entities of similar skill, competence and experience; any general administrative expensesFinal Project Budget, which costs would approval shall not be chargeable to operating expenses of the Building in accordance with generally accepted accounting principles, consistently applied; or any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants in the Building under their respective leasesunreasonably withheld.

Excluded Costs. “Excluded Costs” shall be " means the following expenses, as they relate to the Building Operating Costs and the Project Operating Costs (as defined as below): (i) any mortgage charges (including interestdepreciation, principal, points interest, and fees); fees on mortgages or ground lease payments, except as otherwise provided herein, (ii) brokerage commissions; legal fees incurred in negotiating and enforcing tenant leases, disputes with other tenants, (iii) salaries of executives real estate brokers' leasing commissions and owners not directly employed advertising costs in connection with leasing space in the management/operation of the Property; Project, (iv) initial improvements or alterations to tenant spaces in the cost of work done by Landlord for a particular tenant; Project, (v) the cost of providing any service directly to and paid directly by a single individual tenant, or costs incurred for the benefit of a single tenant, (vi) costs of any items whichto the extent Landlord actually receives reimbursement therefor from insurance proceeds, under warranties, or from a tenant or other third party (such costs shall be excluded or deducted—as appropriate—from Operating Expenses in the year in which the reimbursement is received), or which are paid out of reserves previously included in Operating Expenses, (vii) costs incurred due to Landlord's breach of a law or ordinance, (viii) repairs necessitated by generally accepted accounting principles, would be capitalized on the books gross negligence or willful misconduct of Landlord or Landlord's employees, agents, or contractors, (ix) capital expenditures, capital improvements, and capital replacements other than those included in the definitions of Building Operating Costs or Project Operating Costs, (x) charitable or political contributions and membership fees or other payments to trade organizations, (xi) costs of Landlord's Work which are otherwise not properly chargeable against incometo be borne by Landlord pursuant to attached Exhibit "C", except (xii) rent and similar charges for Landlord's on-site management office and/or leasing office or any other offices of Landlord or its affiliates; however only to the extent permitted pursuant such rent is attributable to Section A a portion of such office(s) in excess of 2,500 Rentable Square Feet (i) or (ii) above; (vi) in the costs of Landlord’s Work aggregate), it being acknowledged that Landlord may include such rent and any contributions made by Landlord similar charges to the extent they relate to any tenant of the Property in connection with the build-out of its premises; such office (viior portion thereof) franchise or income taxes imposed on Landlord; (viii) costs paid directly by individual tenants to supplierswhich is less than 2,500 Rentable Square Feet), including tenant electricity, telephone and other utility costs; (ix) increases in premiums for insurance when such increase is caused by the use of the Building by Landlord or any other tenant of the Building; (x) maintenance and repair of capital items not a part of the Building or the Property; (xi) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporation, partnership or other entity; (xiii) advertising and other fees and costs incurred in procuring tenants; Landlord's general overhead expenses not related to the Project, (xiv) the cost of any items for which Landlord is reimbursed by insurance, condemnation awards, refund, rebate or otherwise, and any expenses for repairs or maintenance to the extent covered by warranties, guaranties and service contracts; (xv) costs incurred in connection with any disputes between Landlord and its employees, between Landlord and Building management, or between Landlord and other tenants or occupants; and (xvi) costs incurred in connection with the original design, construction, landscaping and clean-up, response action or remediation of Hazardous Materials at the Property; (xvii) costs incurred for the replacement of (i.e., as opposed to the maintenance and repair of) the Acid Neutralization Tank; (xviii) costs in connection with the leasing of space in the Building, including lease concessions, rental abatement and construction allowances granted to specific tenants; (xix) costs incurred with the sale, financing or refinancing up of the Building/Project, fines, interest and penalties incurred due to the late payment of taxes or expenses; (xx) costs incurred by Landlord in connection with the correction of defects in design and original and/or construction of the Building Building/Project including defective equipment; (xv) rentals and other related expenses incurred in leasing air conditioning systems, elevators or Propertyother equipment, the cost of which if purchased would be excluded from Operating Costs as a capital expenditure, excepting from this exclusion equipment not affixed to the Building/Project which is used in providing janitorial or similar services and, further excepting from this exclusion such equipment rented or leased to remedy or ameliorate an emergency or temporary condition in the Building/Project; (xvi) art costs, other than those incurred in ordinary maintenance and repair, for sculptures, paintings, fountains or other objects of art or the costs display of such items, (xvii) any compensation or expenses benefits paid to or provided to clerks, attendants or other persons in commercial concessions operated by or on behalf of the Landlord, (xviii) any fines, costs, late charges, liquidated damages, penalties, tax penalties or related interest charges, imposed on Landlord or Landlord's managing agent; (xix) any reserves of any kind; (xx) any amount paid by Landlord or Landlord's managing agent to a subsidiary or affiliate of Landlord or Landlord's managing agent, for management or other services or benefits provided generally to the other tenants in the Building and not provided Building, or available to Tenant; sums (other than management fees, it being agreed that the management fees included in Building Operating Costs are as described above) paid to subsidiaries for supplies or other affiliates of Landlord for services on or materials, to the Propertyextent the cost of such services, supplies, or materials exceed the cost that would have been paid had the services, supplies or materials been provided by comparably qualified parties unaffiliated with the Landlord or Landlord's managing agent on a competitive basis; (xxi) deductibles paid by Landlord relative to any particular insurance claim in excess of $50,000.00; and (xxii) any cost or expense related to monitoring, testing, removal, cleaning, abatement, or remediation of any Hazardous Material, including toxic mold, in or about the Building or the First Floor PremisesProject, but only to the extent that the costs of such services exceed the competitive cost for such services rendered by persons or entities of similar skilland including, competence and experience; without limitation, any general administrative expenses, which costs would not be chargeable to operating expenses of the Building in accordance with generally accepted accounting principles, consistently applied; or any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants Hazardous Material in the Building ground water or soil, except as otherwise provided under their respective leasesParagraph 38.3, below.

Excluded Costs. “Excluded Costs” shall be defined means the following expenses, as they relate to the Operating Expenses: (i) any mortgage charges (including interestdepreciation, principal, points interest, and fees); fees on mortgages or ground lease payments, except as otherwise expressly provided herein, (ii) brokerage commissions; legal fees incurred in negotiating and enforcing tenant leases, or disputes with other tenants, its employees or property manager, (iii) salaries of executives real estate brokers’ leasing commissions and owners not directly employed advertising costs in connection with leasing space in the management/operation of the Property; Project, (iv) initial improvements or alterations to tenant spaces in the cost of work done by Landlord for a particular tenant; Project, (v) the cost of providing any service directly to and paid directly by 8 American Assets Trust – Lease Form 1/31/2023 a single individual tenant, or costs incurred for the benefit of a single tenant, (vi) costs of any items whichto the extent Landlord actually receives reimbursement therefor from insurance proceeds, under warranties, or from a tenant or other third party (such costs shall be excluded or deducted – as appropriate – from Operating Expenses in the year in which the reimbursement is received), or which are paid out of reserves previously included in Operating Expenses, (vii) costs incurred due to Landlord’s breach of Laws or ordinance, (viii) repairs necessitated by generally accepted accounting principles, would be capitalized on the books negligence or willful misconduct of Landlord or are otherwise not properly chargeable against incomeLandlord's employees, except agents, or contractors, (ix) capital expenses other than those specifically included in the definition of Operating Expenses, (x) charitable or political contributions and membership fees or other payments to the extent permitted pursuant to Section A trade organizations, (ixi) or (ii) above; (vi) the costs of Landlord’s Work and any contributions made which are to be borne by Landlord pursuant to any tenant of the Property in connection with the buildattached Exhibit “C”, if any, (xii) rent and similar charges for Landlord’s on-out of its premises; (vii) franchise or income taxes imposed on Landlord; (viii) costs paid directly by individual tenants to suppliers, including tenant electricity, telephone and other utility costs; (ix) increases in premiums for insurance when such increase is caused by the use of the Building by Landlord site management office and/or leasing office or any other tenant offices of the Building; (x) maintenance and repair of capital items not a part of the Building Landlord or the Property; (xi) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporationits affiliates, partnership or other entity; (xiii) advertising and other fees and costs incurred in procuring tenants; Landlord's general overhead expenses not related to the Project, (xiv) the any cost due to Landlord’s breach of any items for which Landlord is reimbursed by insurancethis Lease, condemnation awardsdebt service (including without limitation, refundinterest, rebate or otherwise, principal and any expenses for repairs impound payments) required to be made on any mortgage or maintenance deed of trust recorded with respect to the extent covered by warrantiesProject, guaranties and service contracts; (xv) costs incurred in connection with any disputes between Landlord repairs and its employees, between Landlord and Building managementreplacements paid for by insurance proceeds, or between would have been so reimbursed if Landlord and other tenants or occupants; and had in force all insurance required to be carried by Landlord under this Lease, (xvi) costs incurred in connection with the clean-up, response action or remediation of Hazardous Materials at the Propertyintentionally deleted; (xvii) costs incurred for the replacement bad debt loss, rent loss, or reserves of (i.e., as opposed to the maintenance and repair of) the Acid Neutralization Tankany kind; (xviii) costs in connection associated with the leasing operation of space in the Buildingbusiness of the entity which constitutes Landlord, including lease concessions, rental abatement and construction allowances granted to specific tenants; (xix) as the same are distinguished from the costs incurred with the sale, financing or refinancing of operation of the Building, fines, interest (xix) overhead and penalties incurred due profit increment paid to the late payment of taxes Landlord or expenses; (xx) costs incurred by Landlord in connection with the correction of defects in design and original construction of the Building or Property; the costs or expenses of any services or benefits provided generally to the other tenants in the Building and not provided or available to Tenant; sums (other than management fees, it being agreed that the management fees included in Building Operating Costs are as described above) paid to subsidiaries or other affiliates of the Landlord for services on or to the Property, Building or the First Floor Premises, but only to the extent that the same exceeds the costs of such services exceed the competitive cost for such services rendered by persons qualified, first-class unaffiliated third parties on a competitive basis; (xx) costs, including fines or entities penalties, incurred due to a violation of similar skill, competence any law in force and experience; any general administrative expenses, which costs would not be chargeable to operating expenses effect as of the Building Lease Commencement Date; (xxi) costs incurred to comply with laws relating to the removal of Hazardous Substances which were in accordance with generally accepted accounting principles, consistently applied; or any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants existence in the Building under their respective leasesProject prior to the Lease Commencement Date, or after the Lease Commencement Date to the extent not caused by Tenant; (xxii) wages and benefits of any employee above property manager, or (xxiii) property management fees in excess of 3.5% of the gross revenue of the Project.

Excluded Costs. “Excluded Costs” shall be defined means the following expenses, as they relate to the Operating Expenses: (i) any mortgage charges (including interestdepreciation, principal, points interest, and fees); fees on mortgages or ground lease payments, except as otherwise provided herein, (ii) brokerage commissions; legal fees incurred in negotiating and enforcing tenant leases, disputes with other tenants, (iii) salaries of executives real estate brokers’ leasing commissions and owners not directly employed advertising costs in connection with leasing space in the management/operation of the Property; Project, (iv) improvements or alterations to tenant spaces in the cost of work done by Landlord for a particular tenant; Project, (v) the cost of providing any service directly to and paid directly by a single individual tenant, or costs incurred for the benefit of a single tenant, (vi) costs of any items whichto the extent Landlord actually receives reimbursement therefor from insurance proceeds, under warranties, or from a tenant or other third party (such costs shall be excluded or deducted - as appropriate - from Operating Expenses in the year in which the reimbursement is received}, or which are paid out of reserves previously included in Operating Expenses, (vii) costs incurred due to Landlord’s breach of a law or ordinance (including costs incurred by generally accepted accounting principlesLandlord to cause the Premises or Building to comply with ADA or to xxxxx Prohibited Substances to the extent that Landlord is required to do so under this Lease), would be capitalized on (viii) repairs necessitated by the books gross negligence or willful misconduct of Landlord or are otherwise not properly chargeable against incomeLandlord’s employees, except agents, or contractors, (ix) capital expenses other than those specifically included in the definition of Operating Expenses, (x) charitable or political contributions and membership fees or other payments to the extent permitted pursuant to Section A trade organizations, (ixi) or (ii) above; (vi) the costs of Landlord’s Work and any contributions made which are to be borne by Landlord pursuant to attached Exhibit “C”, if any tenant of the Property in connection with the build-out of its premises; (viixii) franchise or income taxes imposed rent and similar charges for Landlord’s on Landlord; (viii) costs paid directly by individual tenants to suppliers, including tenant electricity, telephone and other utility costs; (ix) increases in premiums for insurance when such increase is caused by the use of the Building by Landlord site management office and/or leasing office or any other tenant offices of the Building; (x) maintenance and repair of capital items not a part of the Building Landlord or the Property; (xi) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporation, partnership or other entity; its affiliates (xiii) advertising and other fees and costs incurred in procuring tenants; (xiv) the cost of any items for which Landlord is reimbursed by insurance, condemnation awards, refund, rebate or otherwise, and any Landlord’s general overhead expenses for repairs or maintenance not related to the extent covered by warranties, guaranties and service contracts; (xv) costs incurred in connection with any disputes between Landlord and its employees, between Landlord and Building management, or between Landlord and other tenants or occupants; and (xvi) costs incurred in connection with the clean-up, response action or remediation of Hazardous Materials at the Property; (xvii) costs incurred for the replacement of (i.e., as opposed to the maintenance and repair of) the Acid Neutralization Tank; (xviii) costs in connection with the leasing of space in the Building, including lease concessions, rental abatement and construction allowances granted to specific tenants; (xix) costs incurred with the sale, financing or refinancing of the Building, fines, interest and penalties incurred due to the late payment of taxes or expenses; (xx) costs incurred by Landlord in connection with the correction of defects in design and original construction of the Building or Property; the costs or expenses of any services or benefits provided generally to the other tenants in the Building and not provided or available to Tenant; sums (other than management fees, it being agreed that the management fees included in Building Operating Costs are as described above) paid to subsidiaries or other affiliates of Landlord for services on or to the Property, Building or the First Floor Premises, but only to the extent that the costs of such services exceed the competitive cost for such services rendered by persons or entities of similar skill, competence and experience; any general administrative expenses, which costs would not be chargeable to operating expenses of the Building in accordance with generally accepted accounting principles, consistently applied; or any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants in the Building under their respective leasesProject.

Excluded Costs. Notwithstanding anything to the contrary set forth in this Section 4 or elsewhere in this Lease, Operating Costs shall not include the following (“Excluded Costs” shall be defined as ”): (i1) any mortgage charges (including interest, principal, points Depreciation and fees); (ii) brokerage commissions; (iii) salaries of executives and owners not directly employed in the management/operation of the Property; (iv) the cost of work done by Landlord for a particular tenant; (v) the cost of items which, by generally accepted accounting principles, would be capitalized on the books of Landlord or are otherwise not properly chargeable against incomeamortization, except to the extent permitted pursuant to Section A as expressly provided for above; (i2) or Capital expenditures, except as expressly provided for in clause (ii9) above; , (vi3) the costs of Landlord’s Work and any contributions made by Landlord to any tenant of the Property in connection with the build-out of its premises; (vii) franchise or income taxes imposed on Landlord; (viii) costs paid directly by individual tenants to suppliers, including tenant electricity, telephone and other utility costs; (ix) increases in premiums for insurance when such increase is caused by the use of the Building by Landlord or any other tenant of the Building; (x) maintenance and repair of capital items not a part of the Building or the Property; (xi) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporation, partnership or other entity; (xiii) advertising and other fees and costs incurred in procuring tenants; (xiv) the cost of any items for which Landlord is reimbursed by insurance, condemnation awards, refund, rebate or otherwise, and any expenses for repairs or maintenance to the extent covered by warranties, guaranties and service contracts; (xv) costs incurred Except in connection with any disputes between Landlord and its employeesrentals of Landlord’s Personal Property, between Landlord and Building management, or between Landlord rentals and other tenants or occupants; and (xvi) costs incurred in connection with the clean-up, response action or remediation of Hazardous Materials at the Property; (xvii) costs related expenses incurred for items which if purchased, rather than rented, would constitute a capital expenditure not permitted pursuant to clause (9) above; (4) Acquisition of sculpture, paintings or other objects of art; (5) Upgrading the replacement of (i.e.Building, as opposed Complex or Project to comply with any Legal Requirements that were applicable to the maintenance Building, Complex or Project as of the date of execution of this Lease (based on the current interpretation of such Legal Requirements by applicable governmental authorities as of the date of this Lease), and repair ofpenalties or damages incurred due to any such non-compliance; (6) the Acid Neutralization Tank; (xviii) costs Leasing or real estate brokerage fees or commissions, architectural and engineering fees, and similar expenses incurred in connection with the leasing of space (including rental or other obligations to third parties or prospective tenants or occupants that Landlord pays or assumes); (7) Costs of repairs or other work or costs occasioned by Casualty (as defined in the BuildingSection 14.1 below), including lease concessions, rental abatement and construction allowances granted to specific tenants; (xix) costs incurred with the sale, financing or refinancing of the Building, fines, interest and penalties incurred due to the late payment of taxes or expenses; (xx) costs incurred by Landlord in connection with or made necessary by any actual or threatened Taking (as defined in Section 15 below), whether or not covered by insurance or condemnation proceeds, except for commercially reasonable deductible amounts under applicable insurance policies; (8) Costs arising from the correction presence of defects any Hazardous Substances in, on, under or about the Project; provided, however, that Operating Costs shall include (i) the costs of any routine monitoring of or testing for Hazardous Substances in, on, or about the Project, and (ii) costs incurred in design the cleanup or remediation of de minimis amounts of Hazardous Substances customarily used in office buildings or used to operate motor vehicles and original construction customarily found in parking facilities shall be included as Operating Costs; (9) Interest, fines, late fees, collection costs, legal fees or penalties assessed as a result of Landlord’s failure to make payments in a timely manner or to comply with applicable Legal Requirements, including the failure to pay Property Taxes or taxes on Landlord’s Personal Property when due, or to comply with the terms of any mortgage, deed of trust, ground lease, private restriction or other agreement; (10) Costs incurred in installing, operating and maintaining any specialty service that is not necessary for Landlord’s operation, management, maintenance and repair of the Building Project; (11) Interest or Property; the costs or expenses other payments (including payments of principal, points, and fees) on account of any services non-operating debt, including mortgages, deeds of trust or other security interests encumbering the Building, Complex or Project; (12) Rental payments to any ground lessor; (13) Costs associated with the operation of the business of the partnership or other entity which constitutes Landlord, as distinguished from costs of operation of the Building, Complex or Project, including costs of defending lawsuits with any mortgagee, and costs of selling, syndicating, financing, mortgaging or hypothecating any ownership interest in Landlord, or any of Landlord’s interest in the Project; (14) The wages and benefits provided generally of any employee who does not devote substantially all of his or her employed time to the other tenants in the Building and not provided or available to Tenant; sums (other than management feesProject, it being agreed that the management fees included in Building Operating Costs are as described above) paid to subsidiaries or other affiliates of Landlord for services on or to the Property, Building or the First Floor Premises, but only except to the extent that such wages and benefits are equitably allocated to the costs of such services exceed the competitive cost Project; and (15) Landlord’s personal and corporate income taxes, inheritance and estate taxes, succession, capital levy, excise, profits, franchise, gift and transfer taxes, and taxes for such services rendered by persons or entities of similar skill, competence and experience; any general administrative expenses, which costs would not be chargeable Texxxx xs responsible pursuant to operating expenses of the Building in accordance with generally accepted accounting principles, consistently applied; or any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants in the Building under their respective leasesSection 4.4 below.

Excluded Costs. “Excluded Costs” shall be means the following expenses, as they relate to the Building Operating Costs and the Project Operating Costs (as defined as below): (i) any mortgage charges (including interestdepreciation, principal, points interest, and fees); fees on mortgages or ground lease payments, except as otherwise provided herein, (ii) brokerage commissions; legal fees incurred in negotiating and enforcing tenant leases, disputes with other tenants, (iii) salaries of executives real estate brokers’ leasing commissions and owners not directly employed advertising costs in connection with leasing space in the management/operation of the Property; Project, (iv) initial improvements or alterations to tenant spaces in the cost of work done by Landlord for a particular tenant; Project, (v) the cost of providing any service directly to and paid directly by a single individual tenant, or costs incurred for the benefit of a single tenant, (vi) costs of any items whichto the extent Landlord actually receives reimbursement therefor from insurance proceeds, under warranties, or from a tenant or other third party (such costs shall be excluded or deducted—as appropriate—from Operating Expenses in the year in which the reimbursement is received), or which are paid out of reserves previously included in Operating Expenses, (vii) costs incurred due to Landlord’s breach of a law or ordinance, (viii) repairs necessitated by generally accepted accounting principles, would be capitalized on the books gross negligence or willful misconduct of Landlord or are otherwise not properly chargeable against incomeLandlord’s employees, except agents, or contractors, (ix) capital expenses other than those specifically included in the definitions of Building Operating Costs or Project Operating Costs, (x) charitable or political contributions and membership fees or other payments to the extent permitted pursuant to Section A trade organizations, (ixi) or (ii) above; (vi) the costs of Landlord’s Work and any contributions made which are to be borne by Landlord pursuant to any tenant of the Property in connection with the buildattached Exhibit “C,” (xii) rent and similar charges for Landlord’s on-out of its premises; (vii) franchise or income taxes imposed on Landlord; (viii) costs paid directly by individual tenants to suppliers, including tenant electricity, telephone and other utility costs; (ix) increases in premiums for insurance when such increase is caused by the use of the Building by Landlord site management office and/or leasing office or any other tenant of the Building; (x) maintenance and repair of capital items not a part of the Building or the Property; (xi) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporation, partnership or other entity; (xiii) advertising and other fees and costs incurred in procuring tenants; (xiv) the cost of any items for which Landlord is reimbursed by insurance, condemnation awards, refund, rebate or otherwise, and any expenses for repairs or maintenance to the extent covered by warranties, guaranties and service contracts; (xv) costs incurred in connection with any disputes between Landlord and its employees, between Landlord and Building management, or between Landlord and other tenants or occupants; and (xvi) costs incurred in connection with the clean-up, response action or remediation of Hazardous Materials at the Property; (xvii) costs incurred for the replacement of (i.e., as opposed to the maintenance and repair of) the Acid Neutralization Tank; (xviii) costs in connection with the leasing of space in the Building, including lease concessions, rental abatement and construction allowances granted to specific tenants; (xix) costs incurred with the sale, financing or refinancing of the Building, fines, interest and penalties incurred due to the late payment of taxes or expenses; (xx) costs incurred by Landlord in connection with the correction of defects in design and original construction of the Building or Property; the costs or expenses of any services or benefits provided generally to the other tenants in the Building and not provided or available to Tenant; sums (other than management fees, it being agreed that the management fees included in Building Operating Costs are as described above) paid to subsidiaries or other affiliates offices of Landlord for services on or to the Property, Building or the First Floor Premises, but its affiliates; however only to the extent that the costs such rent is attributable to a portion of such services exceed office(s) in excess of 2,500 Rentable Square Feet (in the competitive cost for such services rendered by persons or entities of similar skillaggregate), competence and experience; any general administrative expenses, which costs would not be chargeable to operating expenses of the Building in accordance with generally accepted accounting principles, consistently applied; or any penalties or damages it being acknowledged that Landlord pays may include such rent and similar charges to Tenant under this Lease the extent they relate to any such office (or to other tenants portion thereof) which is less than 2,500 Rentable Square Feet), (xiii) costs arising from the presence of Hazardous Material (as defined below) in or about or below the Project, including, without limitation, Hazardous Material in the Building under their respective leasesgroundwater or soil below the Project, (xiv) costs for structural replacement or redesign, and (xv) Landlord’s general overhead expenses not related to the Project.

Excluded Costs. “Excluded Costs” shall be defined means the following expenses, as they relate to the Operating Expenses: (i) any mortgage charges (including interestdepreciation, principal, points interest, and fees); fees on mortgages or ground lease payments, except as otherwise provided herein, (ii) brokerage commissions; legal fees incurred in negotiating and enforcing tenant leases, disputes with other tenants, (iii) salaries of executives real estate brokers’ leasing commissions and owners not directly employed advertising costs in connection with leasing space in the management/operation of the Property; Project, (iv) improvements or alterations to tenant spaces in the cost of work done by Landlord for a particular tenant; Project, (v) the cost of providing any service directly to and paid directly by a single individual tenant, or costs incurred for the benefit of a single tenant, (vi) costs of any items whichto the extent Landlord actually receives reimbursement therefor from insurance proceeds, under warranties, or from a tenant or other third party (such costs shall be excluded or deducted – as appropriate – from Operating Expenses in the year in which the reimbursement is received), or which are paid out of reserves previously included in Operating Expenses, (vii) costs incurred due to Landlord’s breach of a law or ordinance (including costs incurred by generally accepted accounting principlesLandlord to cause the Premises or Building to comply with ADA or to xxxxx Prohibited Substances to the extent that Landlord is required to do so under this Lease), would be capitalized on (viii) repairs necessitated by the books gross negligence or willful misconduct of Landlord or are otherwise not properly chargeable against incomeLandlord’s employees, except agents, or contractors, (ix) capital expenses other than those specifically included in the definition of Operating Expenses, (x) charitable or political contributions and membership fees or other payments to the extent permitted pursuant to Section A trade organizations, (ixi) or (ii) above; (vi) the costs of Landlord’s Work and any contributions made which are to be borne by Landlord pursuant to attached Exhibit “C”, if any tenant of the Property in connection with the build(xii) rent and similar charges for Landlord’s on-out of its premises; (vii) franchise or income taxes imposed on Landlord; (viii) costs paid directly by individual tenants to suppliers, including tenant electricity, telephone and other utility costs; (ix) increases in premiums for insurance when such increase is caused by the use of the Building by Landlord site management office and/or leasing office or any other tenant offices of the Building; (x) maintenance and repair of capital items not a part of the Building Landlord or the Property; (xi) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporation, partnership or other entity; its affiliates (xiii) advertising and other fees and costs incurred in procuring tenants; (xiv) the cost of any items for which Landlord is reimbursed by insurance, condemnation awards, refund, rebate or otherwise, and any Landlord’s general overhead expenses for repairs or maintenance not related to the extent covered by warranties, guaranties and service contracts; (xv) costs incurred in connection with any disputes between Landlord and its employees, between Landlord and Building management, or between Landlord and other tenants or occupants; and (xvi) costs incurred in connection with the clean-up, response action or remediation of Hazardous Materials at the Property; (xvii) costs incurred for the replacement of (i.e., as opposed to the maintenance and repair of) the Acid Neutralization Tank; (xviii) costs in connection with the leasing of space in the Building, including lease concessions, rental abatement and construction allowances granted to specific tenants; (xix) costs incurred with the sale, financing or refinancing of the Building, fines, interest and penalties incurred due to the late payment of taxes or expenses; (xx) costs incurred by Landlord in connection with the correction of defects in design and original construction of the Building or Property; the costs or expenses of any services or benefits provided generally to the other tenants in the Building and not provided or available to Tenant; sums (other than management fees, it being agreed that the management fees included in Building Operating Costs are as described above) paid to subsidiaries or other affiliates of Landlord for services on or to the Property, Building or the First Floor Premises, but only to the extent that the costs of such services exceed the competitive cost for such services rendered by persons or entities of similar skill, competence and experience; any general administrative expenses, which costs would not be chargeable to operating expenses of the Building in accordance with generally accepted accounting principles, consistently applied; or any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants in the Building under their respective leasesProject.

Excluded Costs. “Excluded Costs” shall be means the following expenses, as they relate to the Building Operating Costs and the Project Operating Costs (as defined as below): (i) any mortgage charges (including interestdepreciation, principal, points interest, and fees); fees on mortgages or ground lease payments, (ii) brokerage commissions; legal fees incurred in negotiating and enforcing tenant leases and disputes with other tenants, (iii) salaries of executives and owners not directly employed costs incurred in connection with leasing space in the management/operation of the Property; Project, including without limitation, real estate brokers’ leasing commissions, advertising costs, rent concessions and tenant improvements, (iv) initial improvements or alterations to tenant spaces in the cost of work done by Landlord for a particular tenant; Project, (v) the cost of providing any service directly to and paid directly by a single individual tenant or group of tenants (but which is not generally available to all or substantially all of the tenants), or costs incurred for the benefit of a single tenant or group of tenants (but which is not generally incurred for all or substantially all of the tenants), (vi) costs of any items whichto the extent Landlord actually receives reimbursement therefor from insurance proceeds, under warranties, or from a tenant or other third party, provided Landlord exercises diligent and commercially reasonable efforts (excluding litigation) to seek such reimbursement (such costs shall be excluded or deducted, as appropriate, from Operating Expenses in the year in which the reimbursement is received), or which are paid out of reserves previously included in Operating Expenses, (vii) costs incurred due to Landlord’s breach of a law or ordinance, interest and penalties for the late payment of any Operating Expenses or Taxes, (viii) repairs necessitated by generally accepted accounting principles, would be capitalized on the books gross negligence or willful misconduct of Landlord or are otherwise not properly chargeable against incomeLandlord’s employees, except agents, or contractors, (ix) capital expenses other than those specifically included in the definitions of Building Operating Costs or Project Operating Costs, (x) charitable or political contributions and membership fees or other payments to the extent permitted pursuant to Section A trade organizations, (ixi) or any reserves, including without limitation reserves required by a Lender, (iixii) above; (vi) the costs of Landlord’s Work and any contributions made which are to be borne by Landlord pursuant to any tenant of the Property in connection with the buildattached Exhibit “C,” (xiii) rent and similar charges for Landlord’s on-out of its premises; (vii) franchise or income taxes imposed on Landlord; (viii) costs paid directly by individual tenants to suppliers, including tenant electricity, telephone and other utility costs; (ix) increases in premiums for insurance when such increase is caused by the use of the Building by Landlord site management office and/or leasing office or any other tenant offices of Landlord or its affiliates unless such rent is attributable to any portion of such office(s) which (A) is less than 2,500 Rentable Square Feet, (B) is specifically used as an on-site management office in the Buildings and (C) does not exceed an arms-length lease with a rental rate comparable to the rent charged to other tenants of the Building; Project, (xxiv) maintenance and repair of capital items not a part of the Building or the Property; (xi) depreciation of the Building; (xii) costs relating to maintaining Landlord’s existence as a corporationgeneral overhead expenses, partnership or other entity; (xiii) advertising and other fees and costs incurred in procuring tenants; (xivxv) the cost of any items additional or extraordinary services provided to individual tenants of the Buildings or Project or groups of tenants (but which is not generally available to all or substantially all of the tenants), (xvi) executive salaries of off-site personnel employed by Landlord, (xvii) the cost of removing any Hazardous Materials from the Building or Project or remedying any damage caused by the use, storage or contamination by Hazardous Materials, (xviii) the cost of correcting any defects in the design or construction of the Buildings or the Project or in any Building system or Project systems, (xix) any expenses associated with utilities or services provided to other tenants of the Buildings or Project where Tenant, under this Lease, is either not provided such services or utilities or is separately charged for such services or utilities, (xx) any bad debt loss, rent loss, or reserves for bad debts or rent loss, (xxi) costs associated with the operation of the business of the partnership or entity which Landlord is reimbursed by insuranceconstitutes Landlord, condemnation awardsas the same are distinguished from the costs of operation of the Project, refundincluding partnership accounting and legal matters, rebate costs of defending any lawsuits with any mortgagee, costs of selling, syndicating, financing, mortgaging or otherwisehypothecating any of Landlord’s interest in the Project, and any expenses for repairs or maintenance to the extent covered by warranties, guaranties and service contracts; (xv) costs incurred in connection with any disputes between Landlord and its employees, between Landlord and Building management, or between Landlord and Project management, (xxii) any compensation paid to clerks, attendants or other tenants persons in commercial concessions operated by or occupants; on behalf of Landlord, (xxiii) costs, other than those incurred in ordinary maintenance and repair, for sculpture, paintings, fountains or other objects of art, (xxiv) any costs expressly excluded from Operating Expenses elsewhere in this Lease, (xxv) any entertainment, dining or travel expenses for any purpose, (xxvi) any validated parking, (xxvii) rentals and other related expenses incurred in leasing air conditioning systems, elevators or other similar equipment which if purchased the cost of which would be excluded as a capital expense, except equipment not affixed to the Project which is used in providing janitorial, maintenance, or similar services and, further excepting from this exclusion such equipment rented or leased to remedy or ameliorate an emergency condition in the Project, (xxviii) any above standard cleaning, such as, but not limited to construction cleanup or special cleanings associated with parties/events, and (xvi) costs incurred in connection with the clean-up, response action or remediation of Hazardous Materials at the Property; (xvii) costs incurred for the replacement of (i.e., as opposed to the maintenance and repair ofxxix) the Acid Neutralization Tank; (xviii) costs cost of any tenant relations parties, events or promotion not consented to by an authorized representative of Tenant in connection with the leasing of space in the Building, including lease concessions, rental abatement and construction allowances granted to specific tenants; (xix) costs incurred with the sale, financing or refinancing of the Building, fines, interest and penalties incurred due to the late payment of taxes or expenses; (xx) costs incurred writing. All Tax Expenses which can be paid by Landlord in connection with the correction of defects in design and original construction of the Building or Property; the costs or expenses of any services or benefits provided generally to the other tenants installments shall be paid by Landlord in the Building maximum number of installments permitted by law which can be paid without additional cost and not provided or available to Tenant; sums (other than management fees, it being agreed that the management fees shall be included in Building as Operating Costs are as described above) paid to subsidiaries or other affiliates of Landlord for services on or to the Property, Building or the First Floor Premises, but only to the extent that the costs of such services exceed the competitive cost for such services rendered by persons or entities of similar skill, competence and experience; any general administrative expenses, which costs would not be chargeable to operating expenses of the Building in accordance with generally accepted accounting principles, consistently applied; or any penalties or damages that Landlord pays to Tenant under this Lease or to other tenants Expenses in the Building under their respective leasesyear in which the installment is actually paid.