Common use of Operating Expense Payments Clause in Contracts

Operating Expense Payments. In addition to Base Rent and other Additional Rent due and payable by Tenant pursuant to the other provisions of this Lease, Tenant shall pay to Landlord, as Additional Rent, commencing on the 1st Floor East Wing Rent Commencement Date (with respect to the 1st Floor East Wing Space and the Third Floor Space), and commencing on the First Floor Walkway Rent Commencement Date (with respect to the First Floor Walkway), an amount equal to Tenant's OE Share (as herein defined) of Operating Expenses paid or incurred by Landlord during the Term of this Lease or any Extension Term, regardless of whether any Operating Expense Year occurs in whole or in part during the Term or any Extension Term; provided, however, that for purposes of calculations made under this Paragraph 10.D., in no event shall Landlord charge Tenant more than Tenant's OE Share of 100% of the actual cost of Operating Expenses incurred by Landlord. ESTIMATED OE PAYMENTS. Additional Rent due and payable by Tenant to Landlord pursuant to this Paragraph 10. D. shall be paid in the following manner: (a) Landlord shall reasonably estimate in advance the amounts Tenant shall owe under this Article for any full or partial Operating Expense Year. Beginning in the first Operating Expense Year, Tenant shall pay such estimated amounts, on a monthly basis, on or before the first day of each calendar month during the first and each following Operating Expense Year. Such estimate may be reasonably adjusted from time to time by Landlord. (b) Within 120 days after the end of each Operating Expense Year, or as soon thereafter as practicable, Landlord shall provide a statement (the "STATEMENT") to Tenant showing: (i) the amount of actual Operating Expenses for such Operating Expense Year, with a listing of amounts for major categories of Operating Expenses, (ii) any amount paid by Tenant towards Additional Rent payable under this Article during such Operating Expense Year on an estimated basis, (iii) any revised estimate of Tenant's obligations for Operating Expenses for the current Operating Expense Year, and (iv) a calculation of whether the Operating Expense Cap has been exceeded. (c) If the Statement shows that the estimated payments made by Tenant during the Operating Expense Year were less than Tenant's actual obligations for the payment of Additional Rent under this Paragraph 10. D. for such Year, Tenant shall pay the difference. If the Statement shows an increase in Tenant's estimated payments for the current Operating Expense Year, Tenant shall pay the difference between the new and former estimates, for the period from the first day of the then-current Operating Expense Year through the month in which the Statement is sent. Tenant shall make such payments within thirty (30) days after the Statement is deemed to have been given under the terms of this Lease. (d) If the Statement shows that Tenant's estimated payments exceeded Tenant's actual obligations for the payment of Operating Expenses under this Paragraph 10. D., then Tenant shall receive a credit for the difference against payments of rent next due. If the Term shall have expired and no further rent shall be due, Tenant shall receive a refund of such difference, within sixty (60) days after Landlord sends the Statement. (e) No delay by Landlord of nine (9) months or less in providing the Statement (or separate statements) shall be deemed a default by Landlord or a waiver of Landlord's right to require payment of Tenant's obligations under this Article. After such nine (9) month period, Landlord shall be estopped from billing for past Operating Expenses.

Operating Expense Payments. In addition to During each month of the Lease Term, on the same date that Base Rent and other Additional Rent due and payable by Tenant pursuant to the other provisions of this Leaseis due, Tenant shall pay to Landlord, as Additional Rent, commencing on the 1st Floor East Wing Rent Commencement Date (with respect to the 1st Floor East Wing Space and the Third Floor Space), and commencing on the First Floor Walkway Rent Commencement Date (with respect to the First Floor Walkway), Landlord an amount equal to Tenant's OE Share (1/12 of the annual cost, as herein defined) of Operating Expenses paid or incurred estimated by Landlord during the Term of this Lease or any Extension Term, regardless of whether any Operating Expense Year occurs in whole or in part during the Term or any Extension Term; provided, however, that for purposes of calculations made under this Paragraph 10.D., in no event shall Landlord charge Tenant more than Tenant's OE Share of 100% of the actual cost of Operating Expenses incurred by Landlord. ESTIMATED OE PAYMENTS. Additional Rent due and payable by Tenant to Landlord pursuant to this Paragraph 10. D. shall be paid in the following manner: (a) Landlord shall reasonably estimate in advance the amounts Tenant shall owe under this Article for any full or partial Operating Expense Year. Beginning in the first Operating Expense Year, Tenant shall pay such estimated amounts, on a monthly basis, on or before the first day of each calendar month during the first and each following Operating Expense Year. Such estimate may be reasonably adjusted from time to time by Landlord. (b) Within 120 time, of the Operating Expenses. Payments thereof for any fractional calendar month shall be prorated based on the number of days in such month. The term "Operating Expenses" is defined in Exhibit C. Adjustments for overpayment or underpayment on account of Tenant's obligation for Operating Expenses shall be made as soon as practicable after the end of each Operating Expense Yeara year, and payment by Tenant or credit and refund by Landlord, as soon thereafter as practicableappropriate, shall be effected within fifteen (15) days after a final determination of the amount thereof and billing therefor by Landlord to Tenant, provided that with respect to any overpayment by Tenant, Landlord shall provide a statement (have the "STATEMENT") option to Tenant showing: (i) the amount credit such overpayment against installments of actual Operating Expenses next due and owing by Tenant. This Lease is a net lease and any present or future law to the contrary notwithstanding, shall not terminate except as expressly provided herein. Except as may be expressly provided herein, Tenant shall not be entitled to any abatement, reduction, set-off, counterclaim, defense or deduction with respect to any Base Rent, Operating Expenses or other sum payable hereunder, nor shall the obligations of Tenant hereunder be affected other than as expressly provided for such Operating Expense Yearherein, with a listing for any reason, including any damage to or destruction of amounts for major categories the Premises or any part thereof; any taking of Operating Expensesthe Premises or any part thereof or interest therein by condemnation or otherwise; any prohibition, (ii) any amount paid by Tenant towards Additional Rent payable under this Article during such Operating Expense Year on an estimated basislimitation, (iii) any revised estimate restriction or prevention of Tenant's obligations for Operating Expenses for the current Operating Expense Yearuse, and (iv) a calculation of whether the Operating Expense Cap has been exceeded. (c) If the Statement shows that the estimated payments made by Tenant during the Operating Expense Year were less than Tenant's actual obligations for the payment of Additional Rent under this Paragraph 10. D. for such Year, Tenant shall pay the difference. If the Statement shows an increase in Tenant's estimated payments for the current Operating Expense Year, Tenant shall pay the difference between the new and former estimates, for the period from the first day occupancy or enjoyment of the then-current Operating Expense Year through Premises or any part thereof or any interference with such use, occupancy or enjoyment by any person or for any other reason; any title defect or encumbrance or any matter affecting title to the month in which the Statement is sent. Tenant shall make such payments within thirty (30) days after the Statement is deemed to have been given under the terms of this Lease. (d) If the Statement shows that Tenant's estimated payments exceeded Tenant's actual obligations for the payment of Operating Expenses under this Paragraph 10. D., then Tenant shall receive a credit for the difference against payments of rent next due. If the Term shall have expired and no further rent shall be due, Tenant shall receive a refund of such difference, within sixty (60) days after Landlord sends the Statement. (e) No delay Premises or any part thereof; any eviction by Landlord of nine (9) months paramount title or less in providing the Statement (or separate statements) shall be deemed a otherwise; any default by Landlord or a waiver of Landlord's right to require payment of Tenant's obligations under this Article. After such nine (9) month period, Landlord shall be estopped from billing for past Operating Expenses.hereunder; any

Operating Expense Payments. In addition to Base Rent and other Additional Rent due and payable by Tenant pursuant to the other provisions of this Lease, Tenant shall pay to Landlord, as Additional Rent, commencing Seller will credit on the 1st Floor East Wing Rent Commencement Date (with respect to the 1st Floor East Wing Space and the Third Floor Space), and commencing on the First Floor Walkway Rent Commencement Date (with respect to the First Floor Walkway), an amount equal to Tenant's OE Share (as herein defined) Purchase Price that portion of Operating Expenses paid or incurred by Landlord during the Term of this Lease or any Extension Term, regardless of whether any Operating Expense Year occurs in whole Payments (as that term is hereinafter defined) payable for the calendar month of closing, which are attributable to the period from and after the date of closing. Seller will be entitled to any Operating Expense Payments which are both paid periodically on an estimated basis by any tenants under the Leases and are collected by it prior to or in part during after the Term date of closing and which are further attributable either to the month of closing or any Extension Term; providedmonths preceding the month of closing. If following the date of closing, however, that for purposes of calculations made under this Paragraph 10.D., in no event shall Landlord charge Tenant more than Tenant's OE Share of 100% of the actual cost of Operating Expenses incurred by Landlord. ESTIMATED OE PAYMENTS. Additional Rent due and payable by Tenant to Landlord pursuant to this Paragraph 10. D. shall be paid in the following manner: (a) Landlord shall reasonably estimate in advance the amounts Tenant shall owe under this Article for Buyer collects any full or partial Operating Expense Year. Beginning in Payments which are paid periodically on an estimated basis by any tenants under the first Operating Expense YearLeases and which are attributable to the period prior to the date of closing, Tenant shall then, except as otherwise expressly provided herein, Buyer will immediately pay such estimated amounts, on a monthly basis, on or before the first day of each calendar month during the first and each following Operating Expense Year. Such estimate may be reasonably adjusted from time to time by Landlord. (b) Within 120 days after the end of each Operating Expense Year, or as soon thereafter as practicable, Landlord shall provide a statement (the "STATEMENT") to Tenant showing: (i) the amount of actual Operating Expenses for such Operating Expense YearPayments to Buyer. If, with a listing following the date of amounts for major categories of Operating Expensesclosing, (ii) Seller collects any amount paid by Tenant towards Additional Rent payable under this Article during such Operating Expense Year Payments, which are paid periodically on an estimated basisbasis by any tenants under the Leases, (iii) and which are attributable to any revised estimate month after the month of Tenant's obligations for closing, then Seller will immediately pay such Operating Expenses for Payments to Seller. Notwithstanding anything to the current contrary contained herein, any Operating Expense YearExpenses Payments, which are paid periodically on an estimated basis by any tenants under the Leases, and (iv) a calculation which are collected by Buyer from any tenant after the date of whether the Operating Expense Cap has been exceeded. (c) If the Statement shows that the estimated payments made closing, will first be applied by Tenant during the Operating Expense Year were less than Tenant's actual obligations for Buyer toward the payment of Additional Rent any Operating Expense Payments owed to Buyer by such tenant for months after the month of closing, and then, and only then, will any excess Operating Expense Payments collected by Buyer be paid to Seller under this Paragraph 10subparagraph (ii). D. for such Year, Tenant shall pay the difference. If the Statement shows an increase in Tenant's estimated payments for the current With respect to any Operating Expense YearPayments, Tenant shall pay the difference between the new and former estimates, for the period from the first day of the then-current Operating Expense Year through the month in which the Statement is sent. Tenant shall make such payments within thirty (30) days after the Statement is deemed to have been given are paid periodically on an estimated basis by any tenants under the terms of this Lease. (d) If the Statement shows that Tenant's estimated payments exceeded Tenant's actual obligations for the payment of Operating Expenses under this Paragraph 10. D.Leases, then Tenant shall receive a credit for the difference against payments of rent next due. If the Term shall have expired and no further rent shall be due, Tenant shall receive a refund of such difference, within sixty (60) days after Landlord sends the Statement. (e) No delay by Landlord of nine (9) months or less in providing the Statement (or separate statements) shall be deemed a default by Landlord or a waiver of Landlord's right to require payment of Tenant's obligations under this Article. After such nine (9) month period, Landlord shall be estopped from billing for past Operating Expenses.Buyer will

Operating Expense Payments. In addition (a) Subject to Paragraph 6(e), if Operating Expenses payable in any calendar year falling wholly or partially within the Term shall be in such amount as shall constitute an increase above the Base Rent and other Factor, Tenant shall pay as Additional Rent due and payable by Tenant pursuant for such calendar year Tenant's Operating Payment. (b) Notwithstanding any other provision contained herein to the other provisions contrary, if the Building is not fully occupied during any calendar year or if the entire Building is not provided with building standard service during any calendar year, then for purposes of this Leasethe computation of Tenant's Operating Payment, each component of Operating Expenses including, but not limited to, electrical power, management fees, insurance, janitorial expenses, on-site labor, shall be computed for such year as though 95% of the entire Building had been provided with building standard services during such year. (c) Landlord may, with respect to any calendar year, furnish to Tenant a reasonable estimate of Tenant's Operating Payment for such year, and upon receipt of such estimate, Tenant will thereafter pay to Landlord on the first day of each month during such year an amount equal to one-twelfth of such estimate. Landlord may revise such estimate from time to time. Until such estimate has been furnished to Tenant, Tenant shall pay to Landlord, as Additional Rent, commencing on the 1st Floor East Wing Rent Commencement Date (with respect to the 1st Floor East Wing Space and the Third Floor Space), and commencing on the First Floor Walkway Rent Commencement Date (with respect to the First Floor Walkway)first day of each month during such year, an amount equal to one-twelfth of the Tenant's OE Share Operating Payment for the previous calendar year. Within ninety (as herein defined90) days of Operating Expenses paid or incurred by Landlord during the Term of this Lease or any Extension Term, regardless of whether any Operating Expense Year occurs in whole or in part during the Term or any Extension Term; provided, however, that for purposes of calculations made under this Paragraph 10.D., in no event shall Landlord charge Tenant more than Tenant's OE Share of 100% of the actual cost of Operating Expenses incurred by Landlord. ESTIMATED OE PAYMENTS. Additional Rent due and payable by Tenant to Landlord pursuant to this Paragraph 10. D. shall be paid in the following manner: (a) Landlord shall reasonably estimate in advance the amounts Tenant shall owe under this Article for any full or partial Operating Expense Year. Beginning in the first Operating Expense Year, Tenant shall pay such estimated amounts, on a monthly basis, on or before the first day of each calendar month during the first and each following Operating Expense Year. Such estimate may be reasonably adjusted from time to time by Landlord. (b) Within 120 days after the end of each Operating Expense Year, or as soon thereafter as practicablecalendar year, Landlord shall provide furnish Tenant with a statement (reconciliation statement, with supporting documents reasonably satisfactory to Tenant, setting forth the "STATEMENT") to Tenant showing: (i) the amount of actual Tenant's Operating Expenses Payment for such Operating Expense Year, with a listing of prior calendar year and the amounts for major categories of Operating Expenses, (ii) any amount paid by Tenant towards Additional Rent payable under this Article during such on account thereof. Tenant may, at its cost, review all paid invoices and other calculations furnished by Landlord and Landlord's books pertaining to Operating Expense Year on an estimated basis, (iii) any revised estimate Expenses. Any deficiency in the payment of Tenant's obligations for Operating Expenses for the current Operating Expense Year, and (iv) a calculation of whether the Operating Expense Cap has been exceeded. (c) If the Statement shows that the estimated payments made by Tenant during the Operating Expense Year were less than Tenant's actual obligations for the payment of Additional Rent under this Paragraph 10. D. for Payment pursuant to such Year, Tenant statement shall pay the difference. If the Statement shows an increase in Tenant's estimated payments for the current Operating Expense Year, Tenant shall pay the difference between the new and former estimates, for the period from the first day of the then-current Operating Expense Year through the month in which the Statement is sent. Tenant shall make such payments be payable within thirty (30) days after receipt of such statement, and the Statement is deemed amount of any overpayment by Tenant shall be applied to have been given under the terms next month's installment of this LeaseTenant's Operating Payment then due, with the residual thereafter, if any, refunded by Landlord to Tenant within thirty (30) days after delivery of such statement. (d) If the Statement shows that Tenant's estimated payments exceeded Tenant's actual obligations for the payment of Operating Expenses under Any Additional Rent payable by Tenant pursuant to this Paragraph 10. D., then Tenant shall receive a credit for the difference against payments of rent next due. If the Term shall have expired and no further rent 6 shall be due, Tenant shall receive a refund of such difference, within sixty (60) days after collectible by Landlord sends in the Statementsame manner as Basic Rent. (e) No delay by Landlord of nine (9) months If the Commencement Date or less the Expiration Date shall occur on a date other than January 1 or December 31, respectively, any Tenant's Operating Payment for the calendar year in providing which the Statement (Commencement Date or separate statements) Expiration Date shall occur, as the case may be, shall be deemed a default prorated based upon actual number of days. In no event shall Basic Rent ever be reduced by operation of this Paragraph 6. The rights and obligations of Landlord and Tenant under the provisions of this Paragraph 6 with respect to any Additional Rent shall survive the Expiration Date or a waiver any sooner termination of Landlord's right to require payment the Term. (f) Tenant will be responsible for ad valorem taxes on its personal property and on the value of leasehold improvements in the Premises made after the Commencement Date. If the taxing authorities do not separately assess Tenant's obligations under this Article. After such nine (9) month periodleasehold improvements, Landlord shall be estopped from billing for past Operating Expensesmay make reasonable allocation of the ad valorem taxes allocated to the Building to give effect to this paragraph).

Operating Expense Payments. In addition to Base Rent and other Additional Rent due and Seller will credit on the Purchase Price that portion of any Operating Expense Payments (as that term is hereinafter defined) payable by Tenant pursuant for the calendar month of closing, which are attributable to the other provisions period from and after the date of closing. Seller will be entitled to any Operating Expense Payments which are both paid periodically on an estimated basis by any tenants under the Leases and are collected by it prior to or after the date of closing and which are further attributable either to the month of closing or any months preceding the month of closing. If following the date of closing, Buyer collects any Operating Expense Payments which are paid periodically on an estimated basis by any tenants under the Leases and which are attributable to the period prior to the date of closing, then, except as otherwise expressly provided herein, Buyer will immediately pay such Operating Expense Payments to Seller. If, following the date of closing, Seller collects any Operating Expense Payments, which are paid periodically on an estimated basis by any tenants under the Leases, and which are attributable to any month after the month of closing, then Seller will immediately pay such Operating Expenses Payments to Buyer. Notwithstanding anything to the contrary contained herein, any Operating Expenses Payments, which are paid periodically on an estimated basis by any tenants under the Leases, and which are collected by Buyer from any tenant after the date of closing, will first be applied by Buyer toward the payment of any Operating Expense Payments owed to Buyer by such tenant for months after the month of closing, and then, and only then, will any excess Operating Expense Payments collected by Buyer be paid to Seller under this Leasesubparagraph (ii). With respect to any Operating Expense Payments, Tenant shall which are paid periodically on an estimated basis by any tenants under the Leases, Buyer will make a final reconciliation of the actual expenses incurred in connection with the Real Property for any fiscal period which includes the date of closing, at the time and in the manner required under the terms of the Leases. Within 30 days after the completion of each such reconciliation, Buyer will provide written notice to Seller of the amount of such reconciliation and the portion of the actual Operating Expense Payments of the subject tenant which are attributable to the period prior to the date of closing (with such determination being made strictly on the basis of the number of days prior to the date of closing which are included in the fiscal period for which such reconciliation is being made). If Buyer collects Operating Expense Payments from any tenant under any Lease which, when added to all periodic, estimated Operating Expense Payments collected from such tenant by Buyer after the date of closing (but which are attributable to the fiscal period for which such final reconciliation is being made), exceed the amount of the Tenant's actual Operating Expense Payment obligation for the portion of the subject fiscal period falling after the date of closing, then Buyer will, within 30 days after its collection of such Operating Expense Payments, pay to LandlordSeller the amount of such excess. If Buyer is required as a result of any such final reconciliation to make any refund to any tenants under the Leases for any excess periodic Operating Expense Payments made by any such tenants under the Leases, as Additional Rentthen Seller will pay to Buyer, commencing on the 1st Floor East Wing Rent Commencement Date (with respect to the 1st Floor East Wing Space and the Third Floor Space), and commencing on the First Floor Walkway Rent Commencement Date (with respect to the First Floor Walkway)within 30 days after Seller's receipt of Buyer's determination that any such refund is due, an amount equal to Tenant's OE Share that portion of the refund which is attributable to the period prior to the date of closing (as herein defined) with such determination being made strictly on the basis of Operating Expenses paid or incurred by Landlord during the Term number of this days prior to the date of closing which are included in the fiscal period for which such reconciliation is being made). Notwithstanding anything to the contrary contained herein, to the extent any Lease or requires any Extension Term, regardless of whether tenant to make any Operating Expense Year occurs in whole or in part during Payments other than on an estimated, periodic basis (for example, an obligation of a tenant to reimburse the Term or any Extension Term; provided, however, that owner of the Real Property by way of an annual lump sum payment for purposes of calculations made under this Paragraph 10.D., in no event shall Landlord charge Tenant more than Tenant's OE Share of 100% its allocable share of the actual cost of Operating Expenses incurred real estate taxes or insurance premiums paid by Landlord. ESTIMATED OE PAYMENTS. Additional Rent due such owner), and payable by Tenant to Landlord pursuant to this Paragraph 10. D. shall be paid in the following manner: (a) Landlord shall reasonably estimate in advance the amounts Tenant shall owe under this Article for if any full or partial such Operating Expense Year. Beginning in the first Operating Expense Year, Tenant shall pay such estimated amounts, on a monthly basis, on or Payment relates to expenses which are attributable to periods both before the first day of each calendar month during the first and each following Operating Expense Year. Such estimate may be reasonably adjusted from time to time by Landlord. (b) Within 120 days after the end date of each Operating Expense Yearclosing, or as soon thereafter as practicable, Landlord shall provide a statement (the "STATEMENT") to Tenant showingthen: (i) the amount of actual Operating Expenses for if any such Operating Expense YearPayment is payable to Seller prior to the date of closing, with a listing Seller will credit on the Purchase Price the portion of amounts for major categories such Operating Expense Payment which is attributable to the period from and after the date of Operating Expenses, closing; and (ii) any amount paid by Tenant towards Additional Rent payable under this Article during if such Operating Expense Year on an estimated basis, (iii) any revised estimate of Tenant's obligations for Operating Expenses for the current Operating Expense Year, and (iv) a calculation of whether the Operating Expense Cap has been exceeded. (c) If the Statement shows that the estimated payments made by Tenant during the Operating Expense Year were less than Tenant's actual obligations for the payment of Additional Rent under this Paragraph 10. D. for such Year, Tenant shall pay the difference. If the Statement shows an increase in Tenant's estimated payments for the current Operating Expense Year, Tenant shall pay the difference between the new and former estimates, for the period from the first day of the then-current Operating Expense Year through the month in which the Statement Payment is sent. Tenant shall make such payments within thirty (30) days payable after the Statement is deemed to have been given under the terms date of this Lease. (d) If the Statement shows that Tenant's estimated payments exceeded Tenant's actual obligations for the payment of Operating Expenses under this Paragraph 10. D.closing, then Tenant shall receive a credit for the difference against payments of rent next due. If the Term shall have expired and no further rent shall be dueBuyer will, Tenant shall receive a refund of such difference, within sixty (60) days after Landlord sends the Statement. (e) No delay by Landlord of nine (9) months or less in providing the Statement (or separate statements) shall be deemed a default by Landlord or a waiver of Landlord's right to require payment of Tenant's obligations under this Article. After such nine (9) month period, Landlord shall be estopped from billing for past Operating Expenses.within