Common use of Gross Sales Clause in Contracts

Gross Sales. The term “Gross Sales” as used herein shall be construed to include the entire amount of the actual sales price, whether for cash or otherwise, of all sales of merchandise or services and all other receipts whatsoever of all business conducted in, on or from the Premises by Tenant and/or any other person or entity conducting business in the Premises, including, without limitation, mail, catalog, cable television, computer or telephone orders or other electronic orders received or filled at the Premises, or procured from the Premises by house to house or other canvassing, and all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhere. A “sale” shall be deemed to have been consummated for the purposes of this Lease, and the entire amount of the sales price shall be included in Gross Sales, at such time that (a) the transaction is initially reflected in the books or records of Tenant (or such other person or entity making such sale), or (b) Tenant or such other person or entity receives all or any portion of the sales price, or (c) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other time. No deduction shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “Gross Sales” shall not include, however, any sums collected and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, nor shall it include the exchange of merchandise between the stores of Tenant, if any, where such exchange of goods or merchandise is made solely for the convenient operation of the business of Tenant and not for the purpose of consummating a sale which has theretofore been made in or from the Premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made in or from the Premises, nor shall the term include the amount of returns to shippers or manufacturers, nor proceeds from the sale of trade fixtures. There shall be deductible from Gross Sales the amount of any cash or credit refund made upon any sale in or from the Premises, previously included in “Gross Sales” hereunder, not to exceed the sum so previously included, where the merchandise sold is thereafter returned by the purchaser and accepted by Xxxxxx. Notwithstanding the foregoing, Gross Sales shall not include: (i) sales of gift certificates or gift cards on the date of sale, but the value of the gift certificate or gift card shall be included in Gross Sales on the date of redemption, (ii) refunds or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that the amount thereof is added to the selling price or absorbed therein and is paid by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable to the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase price, provided credit and debit company fees and the like shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct of Tenant’s business not in the ordinary course of Tenant’s business.

Gross Sales. The term “Gross Sales” as used herein shall be construed to include Sales means the entire amount selling price of all merchandise or services sold, leased, licensed, or delivered in or from the actual Premises, including orders and sales pricemade using electronic media, by Tenant, its subtenants, licensees, franchisees or concessionaires, whether for cash or otherwiseon credit (whether collected or not), including the amount received by reason of all orders taken on the Premises although filled elsewhere, and whether made by store personnel or vending machines. All sales originating at the Premises shall be considered as made and completed therein, even though bookkeeping and collection of merchandise the account may be transferred to another place and even though orders may be filled and deliveries may be made from a place other than the Premises. All deliveries to customers made from the Premises, or services prepared at the Premises, shall be considered to be made in and all other receipts whatsoever of all business conducted in, on or from the Premises by Tenant and/or any other person or entity conducting business in the Premiseseven though orders may be taken elsewhere. Any transaction on an installment basis, including, without limitation, mail, catalog, cable television, computer any “lay-away” sale or telephone orders or other electronic orders received or filled at the Premiseslike transaction, or procured from otherwise involving the Premises by house to house or other canvassingextension of credit, and all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhere. A “sale” shall be deemed to have been consummated treated as a sale for the purposes of this Lease, and the entire amount of the sales full price shall be included in Gross Sales, at such time that (a) the transaction is initially reflected in the books or records of Tenant (or such other person or entity making such sale), or (b) Tenant or such other person or entity receives all or any portion of the sales price, or (c) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other time. No deduction shall be allowed for direct or indirect discountsthe transaction, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “Gross Sales” shall not include, however, any sums collected and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, nor shall it include the exchange of merchandise between the stores of Tenant, if any, where such exchange of goods or merchandise is made solely for the convenient operation irrespective of the business time of Tenant and not for the purpose of consummating a sale which has theretofore been made in payment or from the Premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made in or from the Premises, nor shall the term include the amount of returns to shippers or manufacturers, nor proceeds from the sale of trade fixtures. There shall be deductible from Gross Sales the amount of any cash or credit refund made upon any sale in or from the Premises, previously included in “Gross Sales” hereunder, not to exceed the sum so previously included, where the merchandise sold is thereafter returned by the purchaser and accepted by Xxxxxxwhen title passes. Notwithstanding the foregoing, Gross Sales shall not include, or if included there shall be deducted (but only to the extent they have been included), the following: (i) sales The selling price of gift certificates all merchandise returned by customers and accepted for full credit, or gift cards the amount of discounts, refunds, and allowances made on the date of salesuch returned merchandise, but the value use of any such credit or discounts to purchase other merchandise shall not be excluded, and this exclusion shall not include any amounts paid or payable for trading stamps; Merchandise returned to suppliers or transferred in original packages without any processing or preparation to another store or warehouse owned by or affiliated with Tenant; Sums and credits received in the gift certificate settlement of claims for loss of or gift card shall be included damage to merchandise; To the extent that same are actually paid (but excluding any and all interest and penalties assessed thereon), sales and use taxes, so-called luxury taxes, consumers excise taxes, gross receipts taxes and other similar taxes now or in Gross Sales the future imposed on the date sale of redemptionmerchandise or services, (ii) refunds but only if such taxes are added to the selling price, separately stated, collected separately from the selling price of merchandise or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactoryservices, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers; and Sales of fixtures, provided equipment or personal property that the amount thereof is added to the selling price or absorbed therein and is paid by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable to the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and not stock in addition to the purchase price, provided credit and debit company fees and the like shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct of Tenant’s business not in the ordinary course of Tenant’s businesstrade.

Gross Sales. The term “Gross Sales” as used herein shall be construed to include the entire amount of dollar aggregate of: (a) the actual sales priceprice of all goods and merchandise sold, leased or licensed and the charges for all services performed by Tenant or otherwise in connection with all business conducted at or from the Retail Premises, whether made for cash cash, by check, credit or otherwise, of all sales of merchandise without reserve or services and all other receipts whatsoever of all business conducted in, on deduction for inability or from failure to collect the Premises by Tenant and/or any other person or entity conducting business in the Premisessame, including, without limitation, sales and services (i) where the orders therefor originate at or are accepted at or from the Retail Premises, whether delivery or performance thereof is made at or from the Retail Premises or any other place, it being understood that all sales made and orders received at or from the Retail Premises shall be deemed to have been made and completed therein even though the orders are fulfilled elsewhere or the payments of account are transferred to some other office for collection, (ii) where the orders therefor result from solicitation off the Retail Premises but which are conducted by personnel operating from or reporting to or under the control or supervision of any employee at the Retail Premises, (iii) pursuant to mail, catalogtelegraph, cable television, computer or telephone orders or other electronic similar orders received or filled billed at or from the Retail Premises, and (iv) by means of mechanical or other vending devices, and (b) all monies or other things of value received by Tenant from its operations at the PremisesRetail Premises (which are not excluded from Gross Sales by the next succeeding sentence) including all finance charges, cost of gift or procured from the Premises by house to house or other canvassing, merchandise certificates and all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewherecustomers. A “sale” shall be deemed to have been consummated for the purposes of this Lease, and the entire amount of the sales price shall be included in Gross Sales, at such time that (a) the transaction is initially reflected in the books or records of Tenant (or such other person or entity making such sale), or (b) Tenant or such other person or entity receives all or any portion of the sales price, or (c) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other time. No deduction shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “Gross Sales” shall not include, however, any sums collected and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, nor shall it include (x) the exchange of merchandise between the stores of Tenant, if any, Tenant where such exchange of goods or merchandise is made solely for the convenient operation of Tenant's business and neither for the business purpose of Tenant and not depriving Landlord of the benefits of a sale which would otherwise be made at or from the Retail Premises nor for the purpose of consummating a sale which has been theretofore been made in at or from the Premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made in or from the Retail Premises, nor shall the term include the amount of returns to shippers or manufacturers, nor proceeds from the sale (y) sales of trade fixtures. There shall be deductible from Gross Sales fixtures which are not part of Tenant's stock in trade and not sold in the regular course of Tenant's business, or (z) the amount of any cash city, county, state or federal sales tax, luxury tax or excise tax on sales if the tax is added to the selling price and separately stated and actually paid to the taxing authority by Tenant; provided, however, no franchise or capital stock tax and no income or similar tax based upon income, profits or Gross Sales shall be deducted from Gross Sales in any event whatsoever. Cash or credit refund refunds made upon any sale in or from transactions included within the Premises, previously included in “Gross Sales” hereunder, but not to exceed exceeding the sum so previously included, where the selling price of merchandise sold is thereafter returned by the purchaser and accepted by Xxxxxx. Notwithstanding Tenant, shall be deducted from the foregoing, Gross Sales for the period when such refunds are made. Each charge or sale upon installment or credit or layaway, so called, shall not include: (i) sales of gift certificates be treated as a sale for the full price in the month during which such charge or gift cards on the date of salesale shall be made, but the value irrespective of the gift certificate time when Tenant shall receive payment from its customer. Each lease or gift card rental or license of merchandise to customers shall be included treated as a sale in Gross Sales on the date of redemptionmonth in which the lease, (ii) refunds rental or allowances license is made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that the amount thereof is added for a price equal to the selling price total rent or absorbed therein and is paid by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable to license fee payable. For purposes of this paragraph the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase price, provided credit and debit company fees and the like word "Tenant" shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct include any of Tenant’s business not in the ordinary course of Tenant’s business's subtenants, concessionaires and licensees.

Gross Sales. The term “Gross Sales” "gross sales" as used herein in this Lease shall be construed deemed to include mean the entire aggregate gross amount of the actual sales price, whether for cash or otherwise, of all sales of merchandise or services made and all other receipts whatsoever of all business conducted in, on or from the Premises charges for services performed by Tenant and/or or any other person persons, firms or entity conducting business corporations on its behalf, or any tenants or concessionaires of Tenant, from, in or upon the Premises, including, without limitation, mail, catalog, cable television, computer or telephone including orders or taken upon the Premises for delivery from sources other electronic orders received or filled at than the Premises, and whether wholesale or procured from retail, and whether cash or credit, less refunds for merchandise returned for which cash has been refunded or credit given. Gross sales shall also include the Premises value of any consideration other than money, as well as money, received by house to house Tenant or by subtenants, concessionaires or other canvassingpersons firms or corporations under subleases or arrangements of any nature for the right to occupy or to transact business upon the Premises. The amount of any sales and excise taxes whatsoever, and all deposits not refunded however imposed, computed or paid for sales from, in, or upon the Premises, shall, to purchasers, and orders taken, although said orders may be filled elsewhere. A “sale” shall be deemed to have been consummated for the purposes of this Lease, and the entire amount of the sales price shall be extent included in sales, be deducted when determining gross sales. Gross Sales, at such time that Sales shall not include the following: (a) the transaction is initially reflected in amount of cash refunds made to Tenant's customers for the books or records return of Tenant (or such other person or entity making such sale), or merchandise purchased at the Premises; (b) Tenant sum or such other person credits received in settlement of claims for loss or entity receives all or any portion of the sales price, or damage to merchandise; (c) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other time. No deduction shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “Gross Sales” shall not include, however, any sums collected and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, nor shall it include the exchange of merchandise between the stores of Tenant, if any, Tenant and its affiliates and licensees where such exchange of goods or merchandise is made solely for the convenient operation of the Tenant's business of Tenant and not for the purpose of consummating a sale which has theretofore been made in or from the Premises and/or for the purpose of depriving Landlord of the benefit of a sale which would otherwise would be made in at, in, from or from upon the Premises, nor shall the term include ; (d) the amount of returns merchandise returned by Tenant to shippers or manufacturers, nor proceeds from ; (e) the sale of trade fixtures. There shall be deductible from Gross Sales the amount of any cash , machinery or credit refund made upon any sale equipment which are not Tenant's stock in or from the Premises, previously included in “Gross Sales” hereunder, not to exceed the sum so previously included, where the merchandise sold is thereafter returned by the purchaser and accepted by Xxxxxx. Notwithstanding the foregoing, Gross Sales shall not include: trade; (i) sales of gift certificates or gift cards on the date of sale, but the value of the gift certificate or gift card shall be included in Gross Sales on the date of redemption, (ii) refunds or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that the amount thereof is added to the selling price or absorbed therein and is paid by Tenant to such governmental authority (vf) interest, service, finance, service or sales carrying charges applicable paid by customers to Tenant for the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges on sales; (g) delivery charges, provided same are separately stated and no profit is made thereon; (h) gift certificates until such time as the same shall be converted into a sale by redemption or deemed abandoned; (i) catalog orders accepted in addition to the purchase pricePremises so long as same are accepted via a separate mail order catalog sales desk and/or direct telephone and processed directly by Tenant's mail order catalog processing center, provided credit and debit company fees and the like shall such sales do not be excluded from exceed one-half of one percent (1/2%) of Tenant's Gross Sales; (vij) postage, parcel post, freight, express or other delivery charges the amount of sales to Tenant's employees employed at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; , provided such amount does not exceed one percent (vii1%) sales of trade fixtures and store operating equipment after use thereof in the conduct of Tenant’s business not in the ordinary course of Tenant’s business's Gross Sales.

Gross Sales. The term “"Gross Sales” " as used herein shall be construed to include the entire amount of the actual sales price, whether for cash or otherwise, of all sales of merchandise or services and all other receipts whatsoever of all business conducted in, on in or from the Premises leased premises by Tenant and/or any other person Tenant, or entity conducting business by all concessionaires (as defined in the PremisesSection 3.02 hereof) or otherwise, including, without limitation, mail, catalog, cable television, computer catalogue or telephone orders or other electronic orders received or filled at the Premisesleased premises, or procured from the Premises by house to house or other canvassing, and all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhere. A “"sale” " shall be deemed to have been consummated for the purposes of this Lease, and the entire amount of the sales price shall be included in Gross Sales, at such time that (ai) the transaction is initially reflected in the books or records of Tenant or a concessionaire (or such other person or entity making such if a concessionaire makes the sale), or (bii) Tenant or such other person or entity concessionaire receives all or any portion of the sales price, or (ciii) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other time. No deduction shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “"Gross Sales” " shall not include, however, any sums collected and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, nor shall it include the exchange of merchandise between the stores of Tenant, if any, where such exchange of goods or merchandise is made solely for the convenient operation of the business of Tenant and not for the purpose of consummating a sale which has theretofore been made in or from the Premises leased premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made in or from the Premisesleased premises, nor shall the term include the amount of returns to shippers or manufacturers, nor proceeds from the sale of trade fixtures. There shall also be excluded from Gross Sales (i) receipts from public telephones, cigarette vending machines and jukeboxes approved by Landlord, to the extent such receipts are paid to an unaffiliated third party owner of such machines; (ii) gift certificates or like vouchers until such time as the same shall have been redeemed; (iii) tips collected by employees of Tenant; and (iv) the amount of the discount allowed on employee meals, provided the same shall not exceed three percent (3%) of Tenant's Gross Sales during any lease year. There shall be deductible from Gross Sales the amount of any cash or credit refund made upon any sale in or from the Premisesleased premises, previously included in “"Gross Sales” " hereunder, not to exceed the sum so previously included, where the merchandise sold is thereafter returned by the purchaser and accepted by XxxxxxTenant. Notwithstanding the foregoing, Gross Sales The term "merchandise" as used in this Lease shall not include: (i) sales of gift certificates or gift cards on the date of sale, but the value of the gift certificate or gift card shall be included include food and beverages if Tenant is permitted to sell such items in Gross Sales on the date of redemption, (ii) refunds or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that the amount thereof is added to the selling price or absorbed therein and is paid by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable to the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase price, provided credit and debit company fees and the like shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct of Tenant’s business not in the ordinary course of Tenant’s businessSection 7.01 hereof.

Gross Sales. Tenant agrees, within thirty (30) days after the end of each fiscal year of Tenant (February 1 through January 31), commencing at the end of Tenant's fiscal year beginning on February 1 of the year immediately following the Commencement Date, to determine and report to Landlord Tenant's Gross Sales from its use or occupancy of the Leased Premises and/or from the business conducted on or in connection therewith ("Gross Sales"). The term “"Gross Sales” as used herein " shall be construed exclude any sales to include employees under company plans which do not exceed two percent (2%) of Gross Sales, transfers of merchandise between G.I. Joe's stores, receipts from the entire sale of tickets (except that portion of such sales representing commissions or fees received by Tenant or its affiliates), the amount of returns and refunds, discounts actually made or given in the actual ordinary course of business, carrying charges included in the selling price on conditional sales pricecontracts, whether for cash financing charges on credit card sales where the financing charge is not collected at the Leased Premises, and the amount of any sales tax or otherwiseother excise tax imposed upon said sales and charges if such sales tax, excise tax or similar tax is billed to the purchaser as a separate item, but, except as excluded above, shall include, among other things, all gross income, fees or commissions from any other operations in, at or upon the Leased Premises, all deposits received by Tenant at the Leased Premises and not refunded, all orders received in the Leased Premises by telephone or mail due to catalog or other canvassing methods, and the selling price of all sales of goods, wares and merchandise sold, leased or licensed or services and all other receipts whatsoever of all business conducted rendered in, on or from the Leased Premises or Tenant's activities in the Shopping Center, directly by Tenant and/or any other person or entity conducting business in the Premisesthrough its sublessees, including, without limitation, mail, catalog, cable television, computer or telephone orders or other electronic orders received or filled at the Premises, or procured from the Premises by house to house or other canvassing, licensees and all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhereconcessionaires. A “sale” The percentage rent shall be deemed equal to have been consummated for three-quarters of one percent (3/4 of 1%) of Gross Sales exceeding fifteen million dollars ($15,000,000) during each fiscal year of Tenant occurring during the purposes term of this Lease, and including any renewal periods. Tenant agrees to pay Landlord such percentage rent, as additional rent, April 1 of each lease year commencing at the entire amount end of the sales price first fiscal year of Tenant which starts after the Commencement Date. Percentage rent for any lease month occurring after the Commencement Date but prior to the start of Tenant's first fiscal year shall be included in Gross Salesprorated on the basis of, at such time that (a) the transaction is initially reflected in the books or records of Tenant (or such other person or entity making such sale), or (b) Tenant or such other person or entity receives all or any portion of the sales price, or (c) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been and paid at the same time as, the percentage rent payable during such first fiscal year. Furthermore, in the event the term of inclusion in Gross Sales or at any this Lease ends on a date other time. No deduction than the ending date of Tenant's fiscal year, percentage rent for that fiscal year shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “Gross Sales” shall not include, however, any sums collected and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, nor shall it include the exchange of merchandise between the stores of Tenant, if any, where such exchange of goods or merchandise is made solely for the convenient operation of the business of Tenant and not for the purpose of consummating a sale which has theretofore been made in or from the Premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made in or from the Premises, nor shall the term include the amount of returns to shippers or manufacturers, nor proceeds from the sale of trade fixtures. There shall be deductible from Gross Sales the amount of any cash or credit refund made upon any sale in or from the Premises, previously included in “Gross Sales” hereunder, not to exceed the sum so previously included, where the merchandise sold is thereafter returned by the purchaser and accepted by Xxxxxx. Notwithstanding the foregoing, Gross Sales shall not include: (i) sales of gift certificates or gift cards prorated on the date basis of sale, but the value of the gift certificate or gift card shall be included in Gross Sales on the date of redemption, (ii) refunds or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that the amount thereof is added to the selling price or absorbed therein and is percentage rent paid by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable to the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase price, provided credit and debit company fees and the like shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct previous fiscal year and shall be paid to Landlord within thirty (30) days of Tenant’s business not in the ordinary course end of Tenant’s businessthe term of this Lease.

Gross Sales. The term “"Gross Sales” " as used herein shall be construed to include the entire amount of the actual sales price, whether for cash cash, credit, trade-ins, or otherwise, of all sales and leases of merchandise or services (including gift and all merchandise certificates), food, beverages, services, and other receipts whatsoever of all business conducted inat, on in or from the Premises by Tenant and/or any other person or entity conducting business in the Demised Premises, including, including without limitation, mail, catalog, cable television, computer mail or telephone orders or other electronic orders received or filled at the Demised Premises, or procured from the Premises by house to house or other canvassing, and all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhere, catalog sales, sales to employees, sales through vending machines or other devices, and sales by any sublessee, concessionaire or licensee or otherwise in said Demised Premises, sales made at, in or from other premises more particularly described in Section 24.1, if any, and insurance proceeds and/or condemnation awards received for loss of sale, profits or business. A “sale” Each sale upon installment or credit shall be deemed to have been consummated treated as a sale for the purposes of this Lease, and full price in the entire amount month during which such sale was made irrespective of the sales price shall be included in Gross Sales, at such time that (a) the transaction is initially reflected in the books or records when Tenant receives payment from its customer. Each lease of Tenant (or such other person or entity making such sale), or (b) Tenant or such other person or entity receives all or any portion of the sales price, or (c) the applicable goods or services are delivered by Tenant shall be treated as a sale in the month during which such lease is made in an amount equal to the customer, whichever first occurstotal rent or other consideration payable during the term thereof, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other timewhen Tenant shall receive payment from its customer. No deduction shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “Gross Sales” Sales shall not include, however, any sums collected and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authorityauthority where the amount of such tax is separately charged to the customer, nor shall it include the exchange of merchandise between the stores of Tenant, if any, where such exchange of goods or merchandise is exchanges are made solely for the convenient operation of the business of Tenant and not for the purpose of consummating a sale which has theretofore been made at, in or from the Demised Premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made at, in or from the Demised Premises, nor shall the term include the amount of returns to shippers or manufacturers, nor proceeds from the sale of trade fixtures. There shall be deductible from Gross Sales the amount of any cash or credit refund made upon any sale in or from the Premises, previously included in “Gross Sales” hereunder, not to exceed the sum so previously included, where the merchandise sold sold, or some part thereof, is thereafter returned by the purchaser and accepted by Xxxxxx. Notwithstanding the foregoingTenant, Gross Sales shall not include: (i) nor sales of gift certificates or gift cards on the date of sale, but the value of the gift certificate or gift card shall be included in Gross Sales on the date of redemption, (ii) refunds or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that the amount thereof is added to the selling price or absorbed therein and is paid by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable to the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase price, provided credit and debit company fees and the like shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct of Tenant’s business not in the ordinary course of Tenant’s business's fixtures.

Gross Sales. The term “Gross Sales” ”, as such term is used herein herein, shall be construed to include the entire amount of the actual sales pricereceipts, whether for cash or otherwise, of all sales of merchandise merchandise, service or services and all any other receipts receipt whatsoever of all business conducted at, in, on from, about, or from the Premises by Tenant and/or any other person or entity conducting business in upon the Premises, including, without limitationbut not limited to, mailmail orders, catalogtelephone orders, cable televisionInternet orders, computer and/or other orders in whatever manner received, placed or telephone orders filled, whether in whole or other electronic orders received or filled in part, at the Premises, or procured from the Premises by house to house or other canvassing, and including all deposits not refunded to purchasers, and orders taken, taken (although said orders may be filled elsewhere. A “sale” shall be deemed ), sales to have been consummated for the purposes of this Leaseemployees, sales through vending machines or other devices, and sales by any subtenant, concessionaire or licensee or otherwise at, in, from, about or upon the entire amount of Premises, provided that nothing herein shall permit Tenant to sublet the sales price shall be included in Gross Sales, at such time that (a) the transaction is initially reflected in the books Premises or records of Tenant (grant any license or such other person or entity making such sale), or (b) Tenant or such other person or entity receives all or any portion of the sales price, or (c) the applicable goods or services are delivered concession except as expressly permitted pursuant to the customer, whichever first occurs, irrespective terms of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other timeArticle 23. No deduction shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for (i) uncollected or uncollectible credit accounts, (ii) any income or similar tax based on income, (iii) any gross receipts tax, or (iv) any cash or credit refund given for trade-ins any sale made via the Internet and not originating with an Internet order placed in the Premises. Each sale upon installments or other credits on sales to employees or otherscredit shall be treated as a sale for the full price in the month during which such sale is made, irrespective of the time when Tenant shall receive payment therefor. The term “Gross Sales” Sales shall not includeinclude (i) any sales tax, howeveruse tax, or any sums other tax separately collected by Tenant and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, nor shall it include (ii) the exchange of merchandise between the stores of Tenant, if any, where such exchange of goods or merchandise is are made solely for the convenient operation of the business of Tenant and not for the purpose of consummating a sale which has had theretofore been made in at, in, from, about or from upon the Premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made in at, in, from, about or from upon the Premises, nor shall the term include (iii) the amount of returns to shippers or manufacturers, nor proceeds and (iv) sales of Tenant’s store fixtures which are not a part of Tenant’s stock in trade and which Tenant has a right to remove from the sale of trade fixturesPremises. There shall be deductible Tenant may deduct from Gross Sales the actual net amount of any cash or credit refund made upon any sale in or from the Premisesrefunds, previously included in “Gross Sales” hereunder, not to exceed the sum so previously included, where the merchandise sold is thereafter returned by the purchaser and accepted by Xxxxxx. Notwithstanding the foregoing, Gross Sales shall not include: (i) sales of gift certificates or gift cards on the date of sale, but the value of the gift certificate or gift card shall be included in Gross Sales on the date of redemption, (ii) refunds credits or allowances made or allowed by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have Tenant in accordance with reasonable business practices upon transactions previously been included within Gross Sales (not exceeding in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that the amount thereof is added to the selling price or absorbed therein and of the item in question) where the item is paid returned by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable to the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase price, provided credit and debit company fees and the like shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct of Tenant’s business not in the ordinary course of Tenant’s business704. Intentionally Deleted.

Gross Sales. The term “Gross Sales” as used herein shall be construed to include the entire amount of the actual sales price, whether for cash or otherwise, selling price of all sales of merchandise or services and all other receipts whatsoever of all business conducted in, on sold in or from the Premises Store by Tenant and/or any other person or entity conducting business in the PremisesTenant, includingits subtenants, without limitationlicensees and concessionaires, mail, catalog, cable television, computer or telephone orders or other electronic orders received or filled at the Premises, or procured from the Premises by house to house or other canvassing, and all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhere. A “sale” shall be deemed to have been consummated for the purposes of this Lease, and the entire amount of the sales price shall be included in Gross Sales, at such time that (a) the transaction is initially reflected in the books or records of Tenant (or such other person or entity making such sale), or (b) Tenant or such other person or entity receives all or any portion of the sales price, or (c) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, excluding, however, the following: (i) the sales price of all merchandise returned and accepted for full credit or otherwisethe amount of the cash refund or allowance made thereon; (ii) the sums and credits received in settlement of claims for loss or damage to merchandise; (iii) the consideration received in connection with a sale of inventory which occurs other than in the ordinary course of Tenant's business; (iv) sales taxes, so called luxury taxes, excise taxes, gross receipt taxes, and other taxes now or hereafter imposed upon the sale or value of merchandise or services, whether added separately to the selling price of the merchandise or services and collected from customers or included in the retail selling price; (v) receipts from public telephones, vending machines, sales of tickets and passes, sales of money orders, fees for fishing/hunting licenses and the collection of public utility bills; (vi) interest, carrying charges, or all other finance charges in respect of sales made on credit; (vii) sales of fixtures, trade fixtures, or personal property that are not merchandise held for sale at retail; (viii) sales to employees at discount, not exceeding three percent (3%) of total Gross Sales: (ix) labor charges or fees for bowling ball drilling, racquet restringing, ice skate sharpening, bicycle assembly, golf club regripping and installation of ski bindings, ski tuning (including sharpening and waxing) and other similar customer services; (x) Tenant's accounts receivable, not to exceed two percent (2%) of Gross Sales, which have been determined to be uncollectible for federal income tax purposes during the Lease Year provided, however, that if such accounts are actually collected in a later year, the amount shall be included in the Gross Sales for such later Lease Year; (xi) rents, subrents or other consideration received in connection with an assignment, sublet, license, concession or other transfer of any portion of the sales price has actually been paid at the time of inclusion in store (however Gross Sales or at of any other time. No deduction such transferee shall be allowed for direct included); (xii) sales of merchandise ordered by catalogue regardless of place of order or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “Gross Sales” shall not include, however, any sums collected and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, nor shall it include the exchange delivery; (xiii) exchanges of merchandise between the stores of Tenant, if any, where such exchange of goods or merchandise is exchanges are made solely for the convenient operation of the Tenant's business of Tenant and not for the purpose of consummating a sale which has theretofore been made in or from the Premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made at, in or from the Premises, nor shall the term include the amount of returns to shippers or manufacturers, nor proceeds ; (xiv) receipts from the sale of trade fixtures. There shall be deductible from Gross Sales the amount fishing and hunting licenses; and (xv) receipts in respect of any cash or credit refund made upon any sale in or from the Premises, previously included in “Gross Sales” hereunder, instructional programs (but not to exceed the sum so previously included, where the including merchandise sold is thereafter returned by the purchaser and accepted by Xxxxxx. Notwithstanding the foregoing, Gross Sales shall not include: (i) sales of gift certificates or gift cards on the date of sale, but the value of the gift certificate or gift card shall be included in Gross Sales on the date of redemption, (ii) refunds or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that the amount thereof is added to the selling price or absorbed therein and is paid by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable to the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase price, provided credit and debit company fees and the like shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct of Tenant’s business not in the ordinary course of Tenant’s businessrespect thereto).

Gross Sales. The term “Gross Sales” as used herein shall be construed to include the entire amount includes all moneys or things of the actual sales pricevalue received or receivable, whether including lease or rental revenue (without deductions for cash uncollectibles), by Tenant, its sublessees, licensees or otherwiseconcessionaires or others, of all sales of for merchandise sold or services performed or equipment, merchandise or services and all other receipts whatsoever of all inventory items leased or rented or business conducted (including: interest, time-price differential, finance charges and service charges on time-payment sales, credit sales or lay-away sales) in, on about or from the Demised Premises by Tenant and/or any other person or entity conducting business in the Premises, (including, without limitation, orders received in person or by mail, catalogtelephone or telegraph, cable televisionand services performed by Tenant away from the Demised Premises), computer or telephone orders or other electronic orders received or filled including transactions in which delivery is made to the customer at the PremisesDemised Premises but the order is taken elsewhere, or procured transactions in which the order is taken at the Demised Premises but delivery is made elsewhere, receipts from the Premises by house to house or mechanical and other canvassingvending machines, and all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhere. A “sale” shall be deemed to have been consummated for the purposes of this Lease, and the entire amount of the sales price shall be included in Gross Sales, at such time that (a) the transaction is initially reflected in the books or records of Tenant (or such other person or entity making such sale), or (b) Tenant or such other person or entity receives all or any portion of the sales price, or (c) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other time. No deduction shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “Gross Sales” shall not include, however, any sums collected include (i) governmental excise or sales taxes added to the selling price of the item and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant directly to any duly constituted governmental the taxing authority, nor shall it include or (ii) refunds or allowances to customers not in excess of the exchange original selling price of the item, or (iii) transfers or exchanges of merchandise between the stores to another of Tenant, if any, where such exchange ’s stores made in the regular course of goods or merchandise is made solely for the convenient operation of the Tenant’s business of Tenant and not for the purpose of consummating a sale which has theretofore been made in or from the Premises and/or for the purpose of depriving Landlord of the benefit avoiding consummation of a sale which otherwise would be made in or from the Demised Premises, nor shall the term include the amount of or (iv) returns to shippers or manufacturers, nor proceeds from or (v) sales of Tenant’s “Removable Trade Fixtures” (as defined in the sale of trade fixturesLease) after use by Tenant in the Demised Premises. There Under no circumstances shall there be deductible any deduction from Gross Sales by reason of Tenant’s being liable to pay any franchise tax, capital stock tax, income tax or similar or dissimilar tax based upon Tenant’s income, capital structure, or profits. All Gross Sales will be recorded so that each transaction is evidenced accurately in accordance with generally accepted accounting principles. Full and adequate records and books of account shall be accurately maintained by Tenant on all business operations in or about the amount Demised Premises. All books of account, records, daily cash register total slips, sales slips and Federal income tax returns relating to Tenant’s operation in or about the Demised Premises will be retained by Tenant for a period of three (3) years after preparation, and will be open to inspection by Landlord (or its representative) at all reasonable times. Tenant shall also furnish Landlord copies of any cash or credit refund made upon any sale in or from the Premises, previously included in “Gross Sales” hereunder, not to exceed the sum so previously included, where the merchandise sold is thereafter returned by the purchaser and accepted by Xxxxxx. Notwithstanding the foregoing, Gross Sales shall not include: (i) sales financial statements of gift certificates or gift cards on the date of sale, but the value of the gift certificate or gift card shall be included in Gross Sales on the date of redemption, (ii) refunds or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use Tenant or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided reports that are prepared during the amount thereof is added to the selling price or absorbed therein and is paid by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable to the extension Term of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase price, provided credit and debit company fees and the like shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct of Tenant’s business not in the ordinary course of Tenant’s businessthis Lease.

Gross Sales. The term “"Gross Sales” " as used herein shall be construed to include the entire amount of the actual sales price, whether for cash cash, credit or otherwise, of all sales of merchandise or services and all other receipts whatsoever of all business conducted in, on in or from the Premises by Tenant and/or any other person or entity conducting business in the Premisesleased premises, including, without limitation, including mail, catalog, cable telephone. telegraph. closed-circuit television, computer dial-a-buy, and/or other devices, automated or telephone otherwise, whereby orders or other electronic orders are received or filled at the Premises, or procured from the Premises by house to house or other canvassingleased premises, and including all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhere, and including sales by any sublessee, concessionaire, licensee or otherwise in or from the leased premises. A “"sale” " shall be deemed to have been consummated for the purposes of this Lease, . and the entire amount of the sales price shall be included in Gross Sales, at such time that as (ai) the transaction is initially reflected in the books or records of Tenant (Tenant, or such other person any sublessee, assignee or entity making such sale)concessionaire of Tenant, or (bii) Tenant or such other person or entity receives all or any portion of the sales price, or (ciii) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, credit or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other time. No deduction shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The Said term “Gross Sales” shall not include, however, any sums collected by Tenant and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, authority and which are separately stated and in addition to the purchase price nor shall it include the exchange of merchandise between the stores of Tenant, if any, where such exchange of goods or merchandise is made solely for the convenient operation of the business of Tenant and not for the purpose of consummating a sale which has theretofore been made in or from the Premises leased premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made in or from the Premises, leased premises. nor shall the term include the amount of returns to shippers or manufacturers, nor proceeds from the sale of trade fixtures. There shall be deductible from Gross Sales the amount of any cash or credit refund made upon any sale in or from the Premises, previously included in “Gross Sales” hereunder, not to exceed the sum so previously included, Leased premises where the merchandise sold is thereafter returned by the purchaser and accepted by Xxxxxx. Notwithstanding the foregoing, Gross Sales shall not include: (i) sales of gift certificates or gift cards on the date of sale, but the value of the gift certificate or gift card shall be included in Gross Sales on the date of redemption, (ii) refunds or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that the amount thereof is added to the selling price or absorbed therein and is paid by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable to the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase price, provided credit and debit company fees and the like shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct of Tenant’s business not in the ordinary course of Tenant’s business.

Gross Sales. The term “"Gross Sales” ," as used herein herein, shall ----------- include the actual sales prices of all goods, services, wares and merchandise, if any, sold, leased or delivered and the actual charges for all services performed by Tenant, subtenant, licensee or concessionaire in, at from or arising out of the use of the Leased Premises, the Blues Brothers Boat or other vessel using the Docking Area pursuant to the RDOEA or the seating area or another portion of the Project pursuant to the RDOEA; whether delivery or performance is made therefrom or some other place and including all sales which Tenant or any subtenant, licensee, concessionaire or other person in the normal and customary course of its business, would credit or attribute to its operations therefrom; whether for wholesale, retail, cash or credit, whether made or performed by mail, delivery service, telephone or made or performed via the Internet, Microsoft, America On- Line or similar or succeeding networks as provided above; and whether made or performed by means of mechanical or other vending devices, without reserve or deduction for inability or failure to collect except to the extent of bad debt written off as hereinafter provided, with the exception of all of the following: i. proceeds from the sale of tickets or other admission charges in connection with entertainment events at the Leased Premises or elsewhere (provided that the same will not be construed to include negate or limit Landlord's rights to receive the entire Applicable Percentage of Gross Sales under subparagraph 3.c.i.(d) above); ---------------------- ii. credits or refunds to customers for merchandise returned or exchanged in an amount of not to exceed the actual sales price, whether for cash or otherwise, of all sales of merchandise or services and all other receipts whatsoever of all business conducted in, on or from the Premises by Tenant and/or any other person or entity conducting business in the Premises, including, without limitation, mail, catalog, cable television, computer or telephone orders or other electronic orders received or filled at the Premises, or procured from the Premises by house to house or other canvassing, and all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhere. A “sale” shall be deemed to have been consummated for the purposes of this Lease, and the entire amount of the sales price shall be originally included in Gross Sales, at such time that (a) ; iii. transfers of merchandise from the transaction is initially reflected in the books Leased Premises to other stores or records warehouse of Tenant (or such other person or entity making such sale), or (b) Tenant or such other person or entity receives all or any portion of the sales price, or (c) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other time. No deduction shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “Gross Sales” shall not include, however, any sums collected and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, nor shall it include the exchange of merchandise between the stores of Tenant, if any, its Affiliates where such exchange of goods or merchandise is made solely for the convenient operation of the Tenant's business of Tenant and not for the purpose of consummating a sale which has theretofore been made in or from the Premises and/or for the purpose of depriving Landlord of the benefit of a sale which would otherwise would be made in or from at the Leased Premises; iv. any sales taxes or other taxes imposed under any laws, nor shall ordinances, orders or regulations, whether now or hereafter in force, upon or based upon the term include gross receipts of Tenant or the amount sale or sale price of food, liquor or merchandise and which must be paid by Tenant; v. returns of merchandise to shippers or manufacturers, nor proceeds from the sale ; vi. merchandise or other things of trade fixtures. There shall be deductible from Gross Sales the amount value issued in redemption of any cash proofs of purchase coupons or credit refund made upon any sale in or from the Premises, previously included in “Gross Sales” hereunder, not to exceed the sum so previously included, where the merchandise sold is thereafter returned by the purchaser and accepted by Xxxxxx. Notwithstanding the foregoing, Gross Sales shall not include: (i) sales other evidences of gift certificates or gift cards on the date of sale, but the value of the gift certificate or gift card shall be included in Gross Sales on the date of redemption, (ii) refunds or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that the amount thereof is added to the selling price or absorbed therein and is paid by Tenant to such governmental authority (v) interest, service, financevalue, or sales carrying charges applicable to the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase price, provided credit and debit company fees and the like shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated issued in connection with any sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct promotion program of Tenant’s business not in the ordinary course of Tenant’s business.;

Gross Sales. The term “"Gross Sales” " as used herein shall be construed to include the entire amount of the actual sales price, whether for cash or otherwise, of all sales of merchandise or services and all other receipts whatsoever of all business conducted in, on in or from the Premises leased premises by Tenant and/or any other person Tenant, or entity conducting business by all concessionaires (as defined in the PremisesSection 3.2 hereof) or otherwise, including, without limitation, mail, catalog, cable television, computer catalogue or telephone orders or other electronic orders received or filled at the Premisesleased premises, or procured from the Premises by house to house or other canvassing, and all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhere. A “"sale” " shall be deemed to have been consummated for the purposes of this Lease, and the entire amount of the sales price shall be included in Gross Sales, at such time that (ai) the transaction is initially reflected in the books or records of Tenant or a concessionaire (or such other person or entity making such if a concessionaire makes the sale), or (bii) Tenant or such other person or entity concessionaire receives all or any portion of the sales price, or (ciii) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other time. No deduction shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “"Gross Sales” " shall not include, however, any sums collected and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, nor shall it include the exchange of merchandise between the stores of Tenant, if any, where such exchange of goods or merchandise is made solely for the convenient operation of the business of Tenant and not for the purpose of consummating a sale which has theretofore been made in or from the Premises leased premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made in or from the Premisesleased premises, nor shall the term include the amount of returns to shippers or manufacturers, nor proceeds from the sale of trade fixtures. There shall be deductible from Gross Sales the amount of any cash or credit refund made upon any sale in or from the Premisesleased premises, previously included in “"Gross Sales” " hereunder, not to exceed the sum so previously included, where the merchandise sold is thereafter returned by the purchaser and accepted by XxxxxxTenant. Notwithstanding the foregoing, Gross Sales The term "merchandise" as used in this Lease shall not include: (i) sales of gift certificates or gift cards on the date of sale, but the value of the gift certificate or gift card shall be included include food and beverages if Tenant is permitted to sell such items in Gross Sales on the date of redemption, (ii) refunds or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that the amount thereof is added to the selling price or absorbed therein and is paid by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable to the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase price, provided credit and debit company fees and the like shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct of Tenant’s business not in the ordinary course of Tenant’s businessSection 7.1 hereof.

Gross Sales. The term “"Gross Sales” " as used herein shall be construed to include the entire amount of the actual sales price, whether for cash or otherwise, of all sales of merchandise or services and all other receipts whatsoever of all business conducted in, on in or from the Premises leased premises by Tenant and/or any other person Tenant, or entity conducting business by all concessionaires (as defined in the PremisesSection 3.02 hereof) or otherwise, including, without limitation, mail, catalog, cable television, computer catalogue or telephone orders or other electronic orders received or filled at the Premisesleased premises, or procured from the Premises by house to house or other canvassing, and all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhere. A “"sale” " shall be deemed to have been consummated for the purposes of this Lease, and the entire amount of the sales price shall be included in Gross Sales, at such time that (ai) the transaction is initially reflected in the books or records of Tenant or a concessionaire (or such other person or entity making such if a concessionaire makes the sale), or (bii) Tenant or such other person or entity concessionaire receives all or any portion of the sales price, or (ciii) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other time. No deduction shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “"Gross Sales” " shall not include, however, any sums collected and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, nor shall it include the exchange of merchandise between the stores of Tenant, if any, where such exchange of goods or merchandise is made solely for the convenient operation of the business of Tenant and not for the purpose of consummating a sale which has theretofore been made in or from the Premises leased premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made in or from the Premisesleased premises, nor shall the term include the amount of returns to shippers or manufacturers, nor proceeds from the sale of trade fixtures. There shall be deductible from Gross Sales the amount of any cash or credit refund made upon any sale in or from the Premisesleased premises, previously included in “"Gross Sales” " hereunder, not to exceed the sum so previously included, where the merchandise sold is thereafter returned by the purchaser and accepted by XxxxxxTenant. Notwithstanding the foregoing, Gross Sales The term "merchandise" as used in this Lease shall not include: (i) sales of gift certificates or gift cards on the date of sale, but the value of the gift certificate or gift card shall be included include food and beverages if Tenant is permitted to sell such items in Gross Sales on the date of redemption, (ii) refunds or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that the amount thereof is added to the selling price or absorbed therein and is paid by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable to the extension of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase price, provided credit and debit company fees and the like shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated in connection with sales of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct of Tenant’s business not in the ordinary course of Tenant’s businessSection 7.01 hereof.

Gross Sales. The term “phrase "Gross Sales” as used herein " shall be construed to include mean all revenues from sales resulting from all business conducted upon or from the entire amount of the actual sales priceSonic Restaurant, whether for cash evidenced by check, cash, credit, charge account, exchange or otherwise, and shall include (without limitation) the amounts received from the sale of all goods, wares and merchandise, including sales of food, beverages and tangible property of every kind and nature, promotional or otherwise (excluding restaurant equipment) and for services performed from or at the Sonic Restaurant, whether the Licensee fills the orders from the Sonic Restaurant or elsewhere. Each charge or sale upon credit shall constitute a sale for the full price in the month during which the charge or sale occurs, regardless of the time when the Licensee receives payment (in whole or in part) for the charge or sale. The phrase "Gross Sales" shall not include (a) sales of merchandise or services and all other receipts whatsoever of all business conducted infor which the Licensee makes a cash refund, on or from the Premises by Tenant and/or any other person or entity conducting business in the Premises, including, without limitation, mail, catalog, cable television, computer or telephone orders or other electronic orders received or filled at the Premises, or procured from the Premises by house to house or other canvassing, and all deposits not refunded to purchasers, and orders taken, although said orders may be filled elsewhere. A “sale” shall be deemed to have been consummated for the purposes of this Lease, and the entire amount of the sales price shall be if previously included in Gross Sales, at such time that (a) the transaction is initially reflected in the books or records of Tenant (or such other person or entity making such sale), or ; (b) Tenant or such other person or entity receives all or any portion the price of merchandise returned by customers for exchange, if the Licensee previously included the sales price of the merchandise returned by the customer in Gross Sales and includes the sales price, or price of merchandise delivered to the customer in exchange in Gross Sales; (c) the applicable goods or services are delivered to the customer, whichever first occurs, irrespective of whether payment is made in installments, the sale is for cash or for credit, or otherwise, or all or any portion of the sales price has actually been paid at the time of inclusion in Gross Sales or at any other time. No deduction shall be allowed for direct or indirect discounts, rebates, or other reductions on sales to employees or others, unless generally offered to the public on a uniform basis. In addition, no deduction shall be allowed for uncollected or uncollectible credit accounts, or for trade-ins or other credits on sales to employees or others. The term “Gross Sales” shall not include, however, any sums collected and paid out by Tenant for any sales or excise tax imposed by and accounted for by Tenant to any duly constituted governmental authority, nor shall it include the exchange of merchandise between the stores of Tenant, if any, where such exchange of goods or merchandise is made solely for the convenient operation of the business of Tenant and not for the purpose of consummating a sale which has theretofore been made in or from the Premises and/or for the purpose of depriving Landlord of the benefit of a sale which otherwise would be made in or from the Premises, nor shall the term include the amount of returns to shippers or manufacturers, nor proceeds amounts received from the sale of trade fixtures. There shall be deductible from Gross Sales tobacco products; (d) the amount of any cash or credit refund made upon any sale in or from the Premises, previously included in “Gross Sales” hereunder, not to exceed the sum so previously included, where the merchandise sold is thereafter returned by the purchaser and accepted by Xxxxxx. Notwithstanding the foregoing, Gross Sales shall not include: (i) sales of gift certificates or gift cards on the date of sale, but the value of the gift certificate or gift card shall be included in Gross Sales on the date of redemption, (ii) refunds or allowances made by manufacturers or distributors on merchandise claimed to be defective or unsatisfactory, and returns to shippers or manufacturers, provided the sale shall have previously been included in Gross Sales, (iii) insurance proceeds, (iv) any sales, use or sales tax imposed by any governmental unit or authority directly on sales and collected from customers, provided that if the Licensee adds the amount thereof is added of the tax to the selling sales price or absorbed therein absorbs the amount of the sales tax in the sales price and is paid by Tenant to such governmental authority (v) interest, service, finance, or sales carrying charges applicable the Licensee actually pays the tax to the extension governmental authority; and (e) amounts not received for menu items because of credit by Tenant to customers for the purchase of merchandise from the Premises when such charges are separately stated and in addition to the purchase pricediscounts or coupons, provided credit and debit company fees and the like if properly documented. The phrase "Gross Sales" also shall not be excluded from Gross Sales; (vi) postage, parcel post, freight, express or other delivery charges at Tenant’s cost and separately stated include any proceeds received by the Licensee pursuant to an assignment made in connection accordance with sales the provisions of merchandise from the Premises; (vii) sales of trade fixtures and store operating equipment after use thereof in the conduct of Tenant’s business not in the ordinary course of Tenant’s businessSection 13.