Common use of Excluded Expenses Clause in Contracts

Excluded Expenses. (a) Taxes; (b) franchise or income taxes imposed upon Landlord; (c) mortgage amortization and interest; (d) leasing commissions; (e) the cost of tenant installations and decorations incurred in connection with preparing space for any Building tenant, including workletters and concessions; (f) rent under Superior Leases, if any; (g) management fees equal to the greater of (A) 3% of the gross rentals and other revenues collected for the Real Property, and (B) fees charged by Landlord or related entities for the management by any of them of other first class properties in the area of the Building; (h) wages, salaries and benefits paid to any persons above the grade of Building Manager and their immediate supervisor; (i) legal and accounting fees relating to (A) disputes with tenants, prospective tenants or other occupants of the Building, (B) disputes with purchasers, prospective purchasers, mortgagees or prospective mortgagees of the Building or the Real Property or any part of either, or (C) negotiations of leases, contracts of sale or mortgages; (j) costs of services provided to other tenants of the Building on a "rent-inclusion" basis which are not provided to Tenant on such basis; (k) costs that are reimbursed out of insurance, warranty or condemnation proceeds, or which are reimbursable by Tenant or other tenants other than pursuant to an expense escalation clause; (l) costs in the nature of penalties or fines; (m) costs for services, supplies or repairs paid to any related entity in excess of costs that would be payable in an "arm's length" or unrelated situation for comparable services, supplies or repairs; (n) allowances, concessions or other costs and expenses of improving or decorating any demised or demisable space in the Building; (o) appraisal, advertising and promotional expenses in connection with leasing of the Building; (p) the costs of installing, operating and maintaining a specialty improvement, including a cafeteria, lodging or private dining facility, or an athletic, luncheon or recreational club unless Tenant is permitted to make use of such facility without additional cost or on a subsidized basis consistent with other users; (q) any costs or expenses (including fines, interest, penalties and legal fees) arising out of Landlord's failure to timely pay Operating Expenses or Taxes; (r) costs incurred in connection with the removal, encapsulation or other treatment of asbestos or any other Hazardous Materials; (s) the cost of capital improvements other than those expressly included in Operating Expenses pursuant to Section 7.1; (t) costs occasioned by the grossly negligent act or omission or violation of Requirements by Landlord, any other occupant of the Building, or their respective agents, employees or contractors; (u) costs of correcting defects in, or significant design error relating to, the initial design or condition of the Building; (v) costs incurred to comply with any Requirements applicable to the Premises, the Building or the Project on the Commencement Date; (w) costs (i) arising from the disproportionate use of any utility or service supplied by Landlord to any other occupant of the Project or (ii) associated with utilities or services of a type not provided to Tenant; (x) except for any amortization or depreciation charges expressly provided for in this Lease as includable in Operating Expenses, depreciation charges or contributions to capital replacement reserves; (y) except for costs and expenses incurred for insuring, securing and maintenance and repair of objects of art on or about the Real Property for which Landlord is responsible, costs for the acquisition of objects of art; (z) costs specifically allocated to Mission Towers II; (aa) insurance costs for coverage not customarily carried by owners of Comparable Buildings (provided that in all events Operating Expenses shall include the premium for earthquake insurance and such other insurance which any Mortgagee requires to be carried); (ab) increases in insurance costs caused by the activities of another occupant of the Project; (ac) the amount of any deductible carried by Landlord's insurance policies respecting the Building which exceed $150,000, or with respect to earthquake insurance, 5% of the replacement value of the Building; and (ad) capital costs for repair, maintenance and replacement of structural portions of the Building.

Excluded Expenses. (a) Taxes; (b) franchise or income taxes imposed upon Landlord; (c) mortgage amortization and interest, except to the extent the same may be included in Operating Expenses pursuant to the terms of Section 7.1(e) of this Lease; (d) leasing commissions; (e) the cost of tenant installations and decorations incurred in connection with preparing space for any Building tenant, including workletters work letters and concessions; (f) fixed rent under Superior Leases, if any; (g) management fees equal to the extent in excess of the greater of (A) 3% three and one-half percent (3.5%) of the gross rentals and other revenues collected for the Real PropertyProject, and (B) fees charged by Landlord or related entities for the management by any of them of other first class properties in the area of the Building; (h) wages, salaries and benefits paid to any persons above the grade of Building Manager property manager or chief engineer (or employees with equivalent responsibilities regardless of job title) and their respective immediate supervisorsupervisors; (i) legal and accounting fees relating to (A) disputes with tenants, prospective tenants or other occupants of the Building, (B) disputes with purchasers, prospective purchasers, mortgagees or prospective mortgagees of the Building or the Real Property Project or any part of either, or (C) negotiations of leases, contracts of sale or mortgages; (j) costs of services provided to other tenants of the Building on a "rent-inclusion" basis which are not provided to Tenant on such basis; (k) costs that are reimbursed out of insurance, warranty or condemnation proceeds, or which are reimbursable reimbursed by Tenant or other tenants other than pursuant to an expense escalation clause; (l) costs in the nature of penalties or fines; (m) costs except with respect to management fees (which are subject to (g) above),costs for services, supplies or repairs paid to any related entity in excess of costs that would be payable in an "arm's length" or unrelated situation for comparable services, supplies or repairs; (n) allowances, concessions or other costs and expenses of improving or decorating any demised or demisable space in the Building; (o) appraisal, advertising and promotional expenses in connection with leasing of the Building; (p) the costs of installing, operating and maintaining a specialty improvement, including a cafeteria, lodging or private dining facility, or an athletic, luncheon or recreational club unless Tenant is permitted to make use of such facility without additional cost (other than payments for key deposits, use of towels or other incidental items) or on a subsidized basis consistent with other users; (q) any costs or expenses (including fines, interest, penalties and legal fees) arising out of Landlord's failure to timely pay Operating Expenses or Taxes; (r) costs incurred to comply with applicable Requirements relating to any Hazardous Materials which were in connection with existence in the removalBuilding or on the Project prior to the date of this Lease, encapsulation and were of such a nature that a federal, State or municipal governmental authority, if it had then had knowledge of the presence of such Hazardous Materials, in the state, and under the conditions that it then existed in the Building or on the Project, would have then required the removal of such Hazardous Materials or other treatment of asbestos remedial or any other containment action with respect thereto (the “Pre-Existing Hazardous Materials”); (s) costs incurred to remove, remedy, contain, or treat Hazardous Materials, which Hazardous Materials are brought into the Building or onto the Project after the date of this Lease by Landlord, any other tenant of the Building or any third party and is of such a nature, at that time, that a federal, State or municipal governmental authority, if it had then had knowledge of the presence of such Hazardous Materials, in the state, and under the conditions, that it then existed in the Building or on the Project, would have then required the removal of such Hazardous Materials or other remedial or containment action with respect thereto; (t) the cost of capital improvements other than those expressly included in Operating Expenses pursuant to Section 7.1; (tu) costs occasioned by the grossly negligent act interest, fines or omission penalties for late payment or violation violations of applicable Requirements by Landlord, any other occupant of the Building, or their respective agents, employees or contractors; (u) costs of correcting defects in, or significant design error relating to, the initial design or condition of the Building; and (v) costs incurred of replacements, alterations or improvements necessary to comply with any Requirements applicable to the Premises, make the Building or the Project on comply with applicable Requirement in effect and applicable to the Commencement Date; Building and/or the Project prior to the date of this Lease, except to the extent the need for such replacements, alterations or improvements is caused by Tenant Parties (win which case Tenant shall nonetheless be responsible for such costs in accordance with Article 8 of this Lease), provided, however, that the provisions of this sub-item (v) shall not preclude the inclusion of costs (i) arising from of compliance with applicable Requirements enacted prior to the disproportionate use date of this Lease if such compliance is required for the first time by reason of any utility amendment, modification or service supplied by Landlord to any other occupant reinterpretation of an applicable Requirement which is imposed after the Project or (ii) associated with utilities or services date of a type not provided to Tenant; (x) except for any amortization or depreciation charges expressly provided for in this Lease as includable in Operating ExpensesLease. 789956.06/WLA 377061-00006/sb/sb EXHIBIT B -1- Arboretum Courtyard [Catasys, depreciation charges or contributions to capital replacement reserves; (y) except for costs and expenses incurred for insuring, securing and maintenance and repair of objects of art on or about the Real Property for which Landlord is responsible, costs for the acquisition of objects of art; (z) costs specifically allocated to Mission Towers II; (aa) insurance costs for coverage not customarily carried by owners of Comparable Buildings (provided that in all events Operating Expenses shall include the premium for earthquake insurance and such other insurance which any Mortgagee requires to be carried); (ab) increases in insurance costs caused by the activities of another occupant of the Project; (ac) the amount of any deductible carried by Landlord's insurance policies respecting the Building which exceed $150,000, or with respect to earthquake insurance, 5% of the replacement value of the Building; and (ad) capital costs for repair, maintenance and replacement of structural portions of the Building.Inc.]

Excluded Expenses. (a) Taxes; (b) franchise or income taxes imposed upon Landlord; (c) mortgage amortization and interest; (d) leasing commissions; (e) the cost of tenant installations and decorations incurred in connection with preparing space for any Building tenant, including workletters and concessions; (f) rent under Superior Leases, if any; (g) management fees equal to exceeding the greater of (A) 3% of the gross rentals and other revenues collected for the Real Property, and (B) fees charged by Landlord or related entities for the management by any of them of other first class properties in the area of the Building; (h) wages, salaries and benefits paid to any persons above the grade of Building Manager and their immediate supervisor; (i) legal and accounting fees relating to (A) disputes with tenants, prospective tenants or other occupants of the Building, (B) disputes with purchasers, prospective purchasers, mortgagees or prospective mortgagees of the Building or the Real Property or any part of either, or (C) negotiations of leases, contracts of sale or mortgages; (j) costs of services provided to other tenants of the Building on a "rent-inclusion" basis which are not provided to Tenant on such basis; (k) costs that are reimbursed out of insurance, warranty or condemnation proceeds, or which are reimbursable by Tenant or other tenants other than pursuant to an expense escalation clause; (l) costs in the nature of penalties or fines; (m) costs for services, supplies or repairs paid to any related entity in excess of costs that would be payable in an "arm's length" or unrelated situation for comparable services, supplies or repairs; (n) allowances, concessions or other costs and expenses of improving or decorating any demised or demisable space in the Building; (o) appraisal, advertising and promotional expenses in connection with leasing of the Building; (p) the costs of installing, operating and maintaining a specialty improvement, including a cafeteria, lodging or private dining facility, or an athletic, luncheon or recreational club unless Tenant is permitted to make use of such facility without additional cost or on a subsidized basis consistent with other users; (q) any costs or expenses (including fines, interest, penalties and legal fees) arising out of Landlord's failure to timely pay Operating Expenses or Taxes; (r) costs incurred in connection with the removal, encapsulation or other treatment of asbestos or any other Hazardous Materials; (s) the cost of capital improvements other than those expressly included in Operating Expenses pursuant to Section 7.1; (t) costs occasioned by the grossly negligent act or omission or violation of Requirements by Landlord, any other occupant of the Building, or their respective agents, employees or contractors; (u) costs of correcting defects in, or significant design error relating to, the initial design or condition of the Building; (v) costs incurred to comply with any Requirements applicable to the Premises, the Building or the Project on the Commencement Date; (w) costs (i) arising from the disproportionate use of any utility or service supplied by Landlord to any other occupant of the Project or (ii) associated with utilities or services of a type not provided to Tenant; (x) except for any amortization or depreciation charges expressly provided for in this Lease as includable in Operating Expenses, depreciation charges or contributions to capital replacement reserves; (y) except for costs and expenses incurred for insuring, securing and maintenance and repair of objects of art on or about the Real Property for which Landlord is responsible, costs for the acquisition of objects of art; (z) costs specifically allocated to Mission Towers II; (aa) insurance costs for coverage not customarily carried by owners of Comparable Buildings (provided that in all events Operating Expenses shall include the premium for earthquake insurance and such other insurance which any Mortgagee requires to be carried); (ab) increases in insurance costs caused by the activities of another occupant of the Project; (ac) the amount of any deductible carried by Landlord's insurance policies respecting the Building which exceed $150,000, or with respect to earthquake insurance, 5% of the replacement value of the Building; and (ad) capital costs for repair, maintenance and replacement of structural portions of the Building.

Excluded Expenses. (a) Taxes; (b) franchise or income taxes imposed upon Landlord; (c) mortgage amortization and interest; (d) leasing commissions; (e) the cost of tenant installations and decorations incurred in connection with preparing space for any Building tenant, including workletters and concessions; (f) fixed rent under Superior Leases, if any; (g) management fees equal to the extent in excess of the greater of (A) 33.5% of the gross rentals and other revenues collected for the Real Property, and (B) fees charged by Landlord or related entities for the management by any of them of other first class properties in the area of the Building; (h) wages, salaries and benefits paid to any persons above the grade of Building Project Manager and their immediate supervisor; (i) legal and accounting fees relating to (A) disputes with tenants, prospective tenants or other occupants of the Building, (B) disputes with purchasers, prospective purchasers, mortgagees or prospective mortgagees of the Project, the Building or the Real Property or any part of either, or (C) negotiations of leases, contracts of sale or mortgages; (j) costs of services provided to other tenants of the Building on a "“rent-inclusion" ” basis which are not provided to Tenant on such basis; (k) costs that are reimbursed out of insurance, warranty or condemnation proceeds, or which are reimbursable reimbursed by Tenant or other tenants other than pursuant to an expense escalation clause; (lI) costs in the nature of penalties or fines; (m) costs for services, supplies or repairs paid to any related entity in excess of costs that would be payable in an "“arm's ’s length" ” or unrelated situation for comparable services, supplies or repairs; (n) allowances, concessions or other costs and expenses of improving or decorating any demised or demisable space in the BuildingProject; (o) appraisal, advertising and promotional expenses in connection with leasing of the BuildingProject; (p) the costs of installing, operating and maintaining a specialty improvement, including a cafeteria, lodging or private dining facility, or an athletic, luncheon or recreational club unless Tenant is permitted to make use of such facility without additional cost or on a subsidized basis consistent with other users; (q) any costs or expenses (including fines, interest, penalties and legal fees) arising out of Landlord's ’s failure to timely pay Operating Expenses or Taxes; (r) costs incurred in connection with the removal, encapsulation or other treatment of asbestos or any other Hazardous MaterialsMaterials (classified as such on the Effective Date) existing in the Premises as of the date hereof; (s) the cost of capital improvements Capital Costs other than those expressly included in Operating Expenses pursuant to Section 7.1; and (t) costs occasioned by insurance deductibles in excess of $50,000.00 per claim, except to the grossly negligent act or omission or violation of Requirements by Landlord, any other occupant of extent that the Building, or their respective agents, employees or contractors; (u) costs of correcting defects in, or significant design error relating to, the initial design or condition of the Building; (v) specific costs incurred to comply with any Requirements applicable to the Premises, the Building or the Project on the Commencement Date; (w) costs (i) arising from the disproportionate use of any utility or service supplied by Landlord to any other occupant of the Project or (ii) associated with utilities or services of a type not provided to Tenant; (x) except for any amortization or depreciation charges satisfy such larger deductibles are otherwise expressly provided for in this Lease as includable included in Operating Expenses, depreciation charges or contributions to capital replacement reserves; (y) except for costs and expenses incurred for insuring, securing and maintenance and repair of objects of art on or about the Real Property for which Landlord is responsible, costs for the acquisition of objects of art; (z) costs specifically allocated to Mission Towers II; (aa) insurance costs for coverage not customarily carried by owners of Comparable Buildings (provided that in all events Operating Expenses shall include the premium for earthquake insurance and such other insurance which any Mortgagee requires to be carried); (ab) increases in insurance costs caused by the activities of another occupant of the Project; (ac) the amount of any deductible carried by Landlord's insurance policies respecting the Building which exceed $150,000, or with respect to earthquake insurance, 5% of the replacement value of the Building; and (ad) capital costs for repair, maintenance and replacement of structural portions of the Building.

Excluded Expenses. (a) Taxes; (b) sales, franchise or income taxes imposed upon LandlordLandlord (including those for parking concessions); (c) mortgage amortization and interest, except to the extent the same may be included in Operating Expenses pursuant to the terms of Section 7.1(e), above, or any other costs or fees related to Landlord’s financing of the Building or Real Property; (d) leasing commissions; (e) the cost of tenant installations and decorations incurred in connection with preparing space for any Building tenant, including workletters work letters and concessions; (f) fixed rent under Superior Leases, if any; (g) management fees equal to the greater extent in excess of three percent (A3%) 3% of the gross rentals and other revenues receipts collected for the Real Property, and (B) fees charged by Landlord or related entities for the management by any of them of other first class properties in the area of the Building; (h) wages, salaries and benefits paid to any persons above the grade of Building Manager property manager or chief engineer and their immediate supervisor; (i) legal and accounting fees relating to (A) disputes with tenants, prospective tenants or other occupants of the Building, (B) disputes with purchasers, prospective purchasers, mortgagees or prospective mortgagees of the Building or the Real Property or any part of either, or (C) negotiations of leases, contracts of sale or mortgages; (j) costs of services provided to other tenants of the Building on a "“rent-inclusion" ” basis which are not provided to Tenant on such basis; (k) costs that are reimbursed out of insurance, warranty or condemnation proceeds, provided that Landlord shall use good faith efforts to collect any such reimbursable costs, or which are reimbursable reimbursed by Tenant or other tenants other than pursuant to an expense escalation clauseclause or which arise during the contractual warranty period from construction defects in the base, shell and core of the Building or improvements installed by Landlord; (l) costs in the nature of penalties or fines; (m) costs for services, supplies or repairs paid to any related entity in excess of costs that would be payable in an "“arm's ’s length" ” or unrelated situation for comparable services, supplies or repairs; (n) allowances, concessions or other costs and expenses of improving or decorating any demised or demisable space in the Building; (o) appraisal, advertising and promotional expenses in connection with leasing of the BuildingBuilding or any other property of Landlord, including costs of any “tenant relations” parties or events; (p) the costs of installing, operating and maintaining a specialty improvement, including a cafeteria, lodging or private dining facility, or an athletic, luncheon or recreational club unless Tenant is permitted and has elected to make use of such facility without additional cost (other than payments for key deposits, use of towels, or other incidental items) or on a subsidized basis consistent with other users; (q) any costs or expenses (including fines, interest, penalties and legal fees) arising out of Landlord's ’s failure to timely pay Operating Expenses or Taxes; (r) costs incurred to comply with applicable Requirements relating to any Hazardous Materials which were in connection with existence in the removalBuilding or on the Real Property prior to the date of this Lease, encapsulation and were of such a nature that a federal, State or municipal governmental authority, if it had then had knowledge of the presence of such Hazardous Materials, in the state, and under the conditions that it then existed in the Building or on the Real Property, would have then required the removal of such Hazardous Materials or other treatment of asbestos remedial or any other containment action with respect thereto (the “Pre-Existing Hazardous Materials”); (s) costs incurred to remove, remedy, contain, or treat Hazardous Materials, which Hazardous Materials are brought or released into the cost Building or onto the Real Property after the date of capital improvements this Lease by Landlord, any other tenant of the Building or any third party and is of such a nature, at that time, that a federal, State or municipal governmental authority, if it had then had knowledge of the presence of such Hazardous Materials, in the state, and under the conditions, that it then existed in the Building or on the Real Property, would have then required the removal of such Hazardous Materials or other remedial or containment action with respect thereto; (t) Capital Costs other than those expressly included in Operating Expenses pursuant to Section 7.1; (tu) costs occasioned by rentals and other related expenses for leasing a heating, ventilation and air conditioning system, elevators, or other items (except when needed for a temporary period, in connection with normal repairs and maintenance of the grossly negligent act Building) which if purchased, rather than rented, would constitute a Capital Cost not included in Operating Expenses pursuant to Section 7.1 of this Lease; (v) expenses in connection with services or omission other benefits which are not offered to Tenant or violation of Requirements by Landlord, any other for which Tenant is charged for directly but which are provided to another tenant or occupant of the Building, or their respective agents, employees or contractors; (u) costs of correcting defects in, or significant design error relating to, the initial design or condition of the Building; (v) costs incurred to comply with any Requirements applicable to the Premises, the Building or the Project on the Commencement Datewithout charge; (w) costs (i) arising from incurred by Landlord due to the disproportionate use violation by Landlord or any tenant of the terms and conditions of any utility or service supplied by Landlord to any other occupant lease of space in the Project or (ii) associated with utilities or services of a type not provided to TenantBuilding; (x) except for any amortization compensation paid to clerks, attendants or depreciation charges expressly provided for other persons in this Lease as includable in Operating Expenses, depreciation charges commercial concessions operated by Landlord or contributions to capital replacement reserves; by others (y) except any bad debt loss, rent loss, or reserves for bad debts or rent loss or any reserves of any kind, (z) costs arising from charitable contributions made by Landlord on behalf of tenants of the Building in excess of Five Thousand Dollars ($5,000) per calendar year (subject to CPI Adjustment), political contributions or dues to professional or lobbying associations (other than Building Owners and expenses incurred for insuring, securing and maintenance and repair of objects of art on or about the Real Property for which Landlord is responsible, Managers Association); (aa) costs for associated with the acquisition and/or rental of sculptures, paintings and other objects of art; (zbb) costs specifically allocated to Mission Towers II; (aa) insurance costs for coverage not customarily carried by owners of Comparable Buildings (provided that in all events Operating Expenses shall include associated with the premium for earthquake insurance and such other insurance which any Mortgagee requires to be carried); (ab) increases in insurance costs caused by the activities of another occupant operation of the Project; (ac) business of the amount partnership or entity which constitutes the Landlord, as the same are distinguished from the costs of any deductible carried by Landlord's insurance policies respecting operation of the Building (which exceed $150,000shall specifically include, or but not be limited to, accounting costs associated with respect to earthquake insurance, 5% of the replacement value operation of the Building); it being understood that costs associated with the operation of the business of the partnership or entity which constitutes the Landlord include costs of partnership accounting and legal matters, costs of defending any lawsuits with any mortgagee or tenant (adexcept as the actions of the Tenant may be in issue), costs of selling, syndicating, financing, mortgaging or hypothecating any of the Landlord’s interest in the Building or the Real Property, and 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 Landlord’s general corporate overhead and general and administrative expenses, (cc) capital costs expenses incurred by Landlord for repair, maintenance and replacement use of structural any portions of the Building to accommodate events including, but not limited to shows, promotions, kiosks, displays, filming, photography, private events or parties, ceremonies, and advertising beyond the normal expenses otherwise attributable to providing Building services, such as lighting and HVAC to such public portions of the Building in normal Building operations during standard Building hours of operation; (dd) entertainment and travel expenses incurred by Landlord, its employees, agents, partners and affiliates, other than local travel expenses incurred directly in connection with the operation, maintenance or repair of the Building or the Real Property; (ee) any costs and fees, dues, contributions or similar expenses for industry association or organizations in which officer or employees of Landlord and its agent are members of, excluding BOMA; (ff) any costs incurred in connection with the subdivision of the Property, (gg) costs (including attorneys’ fees and costs of settlements, judgements and payments in lieu thereof) arising from claims, disputes or potential disputes pertaining to Landlord, the Building and/or the Property, (hh) deductible amounts under earthquake insurance policies in excess of $1.50 per rentable square foot of the Building per calendar year, (ii) any costs associated with the Associated Parking Facility, and (jj) any insurance premium allocable to any tenant improvement in the Building.