Common use of Operating Expenses Defined Clause in Contracts

Operating Expenses Defined. Operating Expenses", as used in this Lease, means all amounts paid or accrued by Landlord per calendar year for the operation and maintenance of the Project or the land on which it is situated, and the equipment, fixtures and facilities used in connection therewith, including the parking area. Operating Expenses includes, but is not limited to the cost of utilities, building supplies, janitorial and window cleaning services, normal maintenance and repair of the Project and the common areas (including elevators, if any, and the periodic refurbishing of the common areas), heating and air-conditioning, waste disposal, lighting, maintenance of fire protection and security systems, planting and landscaping, landscape maintenance, taxes (defined below), insurance premiums (including boiler and machinery, fire and extended coverage, earthquake, flood, rental and public liability insurance), and all labor, supplies, materials, tools, professional fees, management fees, wages, salaries and payroll burden of the Project manager, clerical maintenance and other employees directly associated with the operation of the Project, (including Project office rent or rental value, office supplies and materials, and all other items constituting operating and maintenance costs in connection with the Project and land according to generally accepted accounting principles). Operating Expenses shall not include the following: (a) depreciation of the Project, (b) leasing commissions, (c) repairs and restorations paid for by the proceeds of any insurance policy or (d) construction of improvements of a capital nature, except for the cost, or a portion thereof properly allocable to the Project, of any capital improvements made to the Project specifically to reduce Operating Expenses, or required to be made to the Project specifically to reduce Operating Expenses, or required to be made to the Project under any governmental law or regulation not applicable to the Project at the time it was constructed. Such cost shall be amortized over such reasonable period of time as Landlord shall determine, (e) ground rent, (f) debt service, (g) income and franchise taxes other than that portion, if any, of income and franchise taxes which may hereinafter be assessed and paid in lieu of or as a substitute in whole or in part for Taxes.

Operating Expenses Defined. Operating Expenses", ," as used in this Lease, means all amounts paid or accrued by Landlord per calendar year for the operation and maintenance of the Project Building or the land on which it is situated, and the equipment, fixtures and facilities used in connection therewith, including the parking area. Operating Expenses includesinclude, but is are not limited to the cost of utilities, window cleaning, services, building supplies, janitorial and window cleaning services, normal maintenance and repair of the Project Building and the common areas (including elevators, if any, and the periodic refurbishing of the common areas), heating and air-air conditioning, waste disposal, lighting, maintenance of fire protection and security systems, planting and landscaping, landscape maintenance, taxes "Taxes" (as defined below), insurance premiums (including without limitation boiler and machinery, fire and extended coverage, earthquake, flood, rental and public liability insurance), and all labor, supplies, materials, tools, professional fees, management fees, wages, salaries and payroll burden of the Project managerBuilding's manager and clerical, clerical maintenance and other employees directly associated with the operation of the ProjectBuilding, (including Project Building office rent or rental value, office supplies and materials, and all other items constituting operating and maintenance costs in connection with the Project Building and land according to generally accepted accounting principles). Operating Expenses shall not include the following: (a) depreciation of the Project, depreciation; (b) leasing commissions, ; (c) repairs and restorations paid for by the proceeds of any insurance policy or policy; (d) construction of improvements of a capital nature, ; except for the cost, or a portion thereof thereof, properly allocable to the ProjectBuilding, of any capital improvements made to the Project Building specifically to reduce Operating Expenses, which cost shall be amortized over the useful life of the improvement (together with interest on the unamortized balance at Landlord's cost of funds), or required to be made to the Project specifically to reduce Operating Expenses, or required to be made to the Project Building under any governmental law or regulation not applicable to the Project Building at the time it was constructed. Such , which cost shall also be amortized over such reasonable period the useful life of time as Landlord shall determine, the improvement (together with interest on the unamortized balance at Landlord's cost of funds); (e) ground rent, ; (f) debt service, ; and (g) income and franchise taxes other than that portion, if any, of income and franchise taxes which may hereinafter be assessed and paid in lieu of or as a substitute in whole or in part for Taxes. If less than ninety-five percent (95%) of the rentable area of the Building is actually occupied during any calendar year, Operating Expenses for such calendar year shall be the amount that the Operating Expenses would have been for such calendar year had ninety-five percent (95%) of the rentable area of the Building been occupied during all of such calendar year as determined by Landlord.

Operating Expenses Defined. As used herein, the term “Operating Expenses"” shall mean all expenses and costs which Landlord incurs to maintain, as used manage and operate the Building, subject to Section 7.3. To the extent the Building is part of, or continues to be maintained in this Leaseconjunction with the Project, means Landlord shall have the right (but not the obligation) to provide certain services contemplated herein to the Building in conjunction with one or more buildings in the Project, in which event an appropriate portion of the expenses associated therewith (based on the relative net rentable square footage of all amounts paid buildings with respect to which such items or accrued services are provided on a common basis) shall be allocated by Landlord per calendar year to the Building as Operating Expenses hereunder. By way of example, and not of limitation, snow removal costs for the operation Project shall be allocated on an appropriate basis between all tenantable buildings in the Project which receive the benefit of such snow removal services under a single snow removal contract. In no event will the foregoing gross-up and maintenance allocation provisions be construed or implemented in order to allow Landlord to recover from the tenants of the Building or Project (as the case may be) more than the amounts expended by Landlord for the items in question, and such provisions shall be interpreted equitably to ensure that the costs and services which make up the Operating Expenses of the Project or are properly allocated among the land on which it is situated, and the equipment, fixtures and facilities used in connection therewith, including the parking areaparties benefiting therefrom. Operating Expenses includesshall include, but is not limited to without limitation, all expenses, charges and fees incurred by or on behalf of Landlord in connection with the cost of utilitiesmanagement, building suppliesoperation, janitorial and window cleaning servicesownership, normal maintenance maintenance, servicing, insuring and repair of the Project Building, including, without limitation, the following: (1) electricity, gas, water, HVAC, sewer and other utility costs, charges and fees (including, without limitation, any tap fees and connection and switching fees) of every type and nature; (2) premiums, deductibles (to the common areas extent reasonable and customary) and other charges for insurance; (3) management fees based on arms-length transactions for similar class buildings in the Herndon, Virginia area (which shall be deemed to be a fee equal to not more than three percent (3%) of the gross revenues of the Building less amounts that would have been received had there been no rental abatements or other concessions) and personnel costs of the Building (including elevatorsall fringe benefits, if anyworkers’ compensation insurance premiums and payroll taxes), but expressly limited to that portion of the Building occupied and used by, and expressly limited to those personnel of, the periodic refurbishing Landlord engaged in the management and operation of the common areas)Building; (4) costs of service, heating access control and air-conditioning, waste disposal, lighting, maintenance of fire protection and security systems, planting and landscaping, landscape contracts relating to the Building as a whole; (5) maintenance, taxes repair and replacement expenses and supplies; (defined below)6) depreciation/amortization for capital expenditures made by Landlord to reduce operating expenses if Landlord reasonably estimates that the annual reduction in operating expenses shall exceed such depreciation or to comply with legal or insurance requirements (including, without limitation, the Americans with Disabilities Act and environmental laws) that are created or imposed after the date hereof, and which shall be charged to Operating Expenses in annual installments over the useful life of the items for which such costs are incurred (in the case of items required to comply with legal or insurance premiums requirements) or over the period Landlord reasonably estimates that it will take for the savings in operating expenses achieved by such items to equal their costs (including boiler and machinery, fire and extended coverage, earthquake, flood, rental and public liability insurancein the case of items intended to reduce operating expenses or their rate of increase), and all laborin either case, suppliestogether with interest, materialseach Calendar Year such costs are charged to Operating Expenses, toolson the unamortized balance at an interest rate of one percent (1%) in excess of the Prime Rate in effect on January 1 of each calendar year; (7) charges for janitorial and cleaning services and supplies furnished to the Building; (8) any business, professional or occupational license tax payable by Landlord with respect to the Building and any association fees; (9) reasonable reserves for replacements, management feesrepairs and contingencies; (10) sales, wages, salaries use and payroll burden of the Project manager, clerical maintenance personal property taxes payable in connection with tangible personal property and other employees directly associated with the operation of the Project, (including Project office rent or rental value, office supplies services purchased for and materials, and all other items constituting operating and maintenance costs used in connection with the Project Building; (11) reasonable third party accounting and land according audit fees relating to generally accepted accounting principles). the determination of Operating Expenses shall (and tenants’ proportionate shares thereof) and the preparation of statements required by tenant leases; (12) expenses incurred in connection with concierge services provided to the Building (if any); (13) the fair market rental value of any management office (of reasonable and customary size) and health/fitness facilities in the Building (to the extent not include the following: offset by separate membership or usage fees imposed by Landlord); (a14) depreciation special assessments, fees, penalties and other charges and costs for transit, transit encouragement traffic reduction programs, or any similar purpose; (15) all costs of operating, maintaining, repairing and replacing equipment in any portion of the ProjectFitness Facility (as defined in Section 18.6), roof deck, function room or other amenity of the Building; and (b16) leasing commissionsany other expense reasonably incurred in good faith by Landlord in arm’s-length transactions in maintaining, (c) repairs and restorations paid for by repairing or operating the proceeds of any insurance policy or (d) construction of improvements of a capital nature, except for the cost, or a portion thereof properly allocable to the Project, of any capital improvements made to the Project specifically to reduce Operating Expenses, or required to be made to the Project specifically to reduce Operating Expenses, or required to be made to the Project under any governmental law or regulation not applicable to the Project at the time it was constructed. Such cost shall be amortized over such reasonable period of time as Landlord shall determine, (e) ground rent, (f) debt service, (g) income and franchise taxes other than that portion, if any, of income and franchise taxes which may hereinafter be assessed and paid in lieu of or as a substitute in whole or in part for TaxesBuilding.

Operating Expenses Defined. The term “Operating Expenses", as used in this Lease, means ” shall mean all amounts paid or accrued reasonable expenses actually incurred by Landlord per calendar year for the operation and maintenance of the Project or the land on which it is situated, and the equipment, fixtures and facilities used in connection therewithwith the operation, including the parking area. Operating Expenses includesmanagement, but is not limited to the cost of utilities, building supplies, janitorial and window cleaning services, normal maintenance and repair of the Project (which shall in all cases be net of any discounts, credits, reimbursements and the common areas (including elevators, if any, and the periodic refurbishing of the common areasrebates received by Landlord or which Landlord is entitled to receive), heating and air-conditioning, waste disposal, lighting, maintenance of fire protection and security systems, planting and landscaping, landscape maintenance, taxes (defined below), insurance premiums (including boiler and machinery, fire and extended coverage, earthquake, flood, rental and public liability insurance), and all labor, supplies, materials, tools, professional fees, management fees, wages, salaries and payroll burden of the Project manager, clerical maintenance and other employees directly associated with the operation of the Project, (including Project office rent or rental value, office supplies and materials, and all other items constituting operating and maintenance costs in connection with the Project and land . All Operating Expenses shall be determined according to generally accepted accounting principles), which shall be consistently applied. Operating Expenses shall include, but are not include limited to, the followingfollowing items: (a) depreciation the cost of the personal property used in conjunction with the operation, management, maintenance and repair of the Project; (b) costs to repair and maintain the Project; (c) all expenses paid or incurred by Landlord for water, gas, electric, sewer and oil services for the Project; (d) the costs and expenses incurred in connection with the provision of the services set forth in Article 7, above and any other services provided by Landlord to the Project from time to time; (e) building supplies and materials used in connection with repairs to the Project; (f) cleaning and janitorial services in or about the Premises and the Project; (g) window glass replacement, repair and cleaning; (h) repair, replacement and maintenance of the grounds, including costs of landscaping, lighting, Project and Building signage, gardening and planting, including service or management contracts with independent contractors, including but not limited to security and energy management services and costs; (i) operational costs to achieve compliance with applicable laws, statutes, codes, ordinances, orders, rules, regulations, conditions of approval and requirements of all federal, state, county, municipal and governmental authorities and all administrative or judicial orders or decrees and all permits, licenses, approvals and other entitlements issued by governmental entities, and rules of common law, relating to or affecting the Project or the Premises or the use or operation thereof, including, without limitation, ADA Requirements and Environmental Laws and any covenants, conditions and restrictions, or any corporation, committee or association formed in connection therewith (“Applicable Laws”) but only if and to the extent such Applicable Laws are first applicable to the Project after the initial Lease Commencement Date, excluding capital expenses associated therewith except to the extent specifically set forth below; (j) utility taxes; (k) compensation (including employment taxes, fringe benefits, salaries, wages, medical, surgical, and general welfare benefits (including health, accident and group life insurance)), pension payments, payroll taxes for all personnel employed by Landlord or its management company (up to level of senior property manager) who perform duties in connection with the operation, management, maintenance and repair of the Project (it being expressly understood that to the extent such personnel are not assigned exclusively to the Project, then Operating Expenses shall include only the portion of the foregoing costs that Landlord reasonably allocates to the Project based upon the total square footage of the properties to which any such person is assigned) plus the salary and benefits of the property manager specifically assigned to the Project; (I) any (i) capital expenditures incurred to reduce Operating Expenses (to the extent of the anticipated savings each calendar year during the Term as estimated by a third-party engineering or professional consulting firm engaged by Landlord), (ii) capital expenditures incurred to comply with Applicable Laws to the extent (I) not in effect as of the Commencement Date or (II) in effect as of the Commencement Date as may be amended, changed, added to, interpreted or re-interpreted by applicable governmental authority or court decision, or administrative ruling subsequent to Commencement Date (such (I) and (II) being herein called “Newly Enacted Laws”), such capital expenditures shall be recoverable only over the useful life of the item in question by amortizing such expenditure over such useful life (in accordance with applicable federal income tax guidelines) at an annual interest rate equal to eight percent (8%) at the time of such expenditure, and only the sum of all amortization payments payable during the year in question shall be includable in Operating Expenses in each year during such recovery period, (the foregoing collectively referred to as “Permitted Capital Expenditures”); (m) cost of premiums for casualty and liability insurance policies required to be maintained by Landlord hereunder and any other insurance carried by Landlord with respect to the Project; (n) license, permit and inspection fees; (o) management fees not to exceed two and one half percent (2.5%) of the Building gross revenues per annum; (p) consulting fees in connection with the provision of common area maintenance services to the extent not duplicative of costs incurred via the management fee; (q) personal property and BPOL taxes; (r) trash removal, including all costs incurred in connection with waste product recycling; (s) snow and ice removal or prevention to the extent permitted ; (t) maintenance, repair and striping of all parking areas used by tenants of the Building, and any other cost or assessment payable in connection with the maintaining of such parking areas; (u) uniforms and dry cleaning; (v) telephone, cellular phone, paging, telegraph, postage, stationery supplies and other materials and expenses required for the routine operation of the Building; (w) association and other assessments for maintenance of on-site or offsite improvements prorated to reflect the extent to which such improvements serve or benefit the Project in comparison to other properties also served or benefitted thereby or are allocated to the Project in accordance with any applicable reciprocal easement, maintenance agreement or similar encumbrance; (x) costs and expenses relating to compliance with any ongoing existing proffer obligations applicable to the Project; (y) the cost of acquisition, repair, maintenance and replacement of seasonal Building decoration; (z) the cost of operating, maintaining, repairing and replacing conduits and other electrical fixtures, fire protection, alarm and sprinkler systems, Building and Project plumbing and storm and sanitary sewer systems, (aa) costs and fees charged and/or assessed in connection with any business improvement district that is applicable to the Project; (bb) costs and fees charged and/or assessed in connection with any transportation district fee or assessment that is applicable to the Project, (bcc) leasing commissionsall costs of operating, (c) repairs maintaining, repairing and restorations paid for by the proceeds replacing equipment in any portion of any insurance policy or (d) construction of improvements of a capital nature, except for the cost, or a portion thereof properly allocable to fitness facility in the Project, of any capital improvements made and (dd) the Amenities OpEx. Notwithstanding anything in this Lease to the Project specifically contrary, the preceding list is for definitional purposes only and shall not impose any obligation upon Landlord to reduce Operating Expenses, incur such expenses or required to be made to the Project specifically to reduce Operating Expenses, or required to be made to the Project under any governmental law or regulation not applicable to the Project at the time it was constructed. Such cost shall be amortized over provide such reasonable period of time as Landlord shall determine, (e) ground rent, (f) debt service, (g) income and franchise taxes other than that portion, if any, of income and franchise taxes which may hereinafter be assessed and paid in lieu of or as a substitute in whole or in part for Taxesservices.

Operating Expenses Defined. The term “Operating Expenses"” means and includes the total reasonable operating expenses related to the Building and the Building Site (the Building and the Building Site collectively, as used in this Lease, means all amounts paid or accrued the “Real Estate”) which are incurred by Landlord per calendar year for the operation and maintenance of the Project or the land on which it is situatedLandlord, and shall include, without limitation, taxes and assessments levied, assessed or imposed at any time by any municipal, county, state or federal government or any governmental authority, upon or against the equipmentReal Estate (“Real Estate Taxes”), fixtures and facilities used in connection therewith, including the parking area. Operating Expenses includes, but is not limited to the cost of utilities, building supplies, janitorial and window cleaning services, normal maintenance and repair of the Project and the common areas (including elevators, if anyfees contingent on tax savings realized from an appeal, and the periodic refurbishing of the common areas)also any tax or assessment levied, heating and air-conditioning, waste disposal, lighting, maintenance of fire protection and security systems, planting and landscaping, landscape maintenance, taxes (defined below), insurance premiums (including boiler and machinery, fire and extended coverage, earthquake, flood, rental and public liability insurance), and all labor, supplies, materials, tools, professional fees, management fees, wages, salaries and payroll burden of the Project manager, clerical maintenance and other employees directly associated with the operation of the Project, (including Project office rent assessed or rental value, office supplies and materials, and all other items constituting operating and maintenance costs imposed at any time by any governmental authority in connection with the Project receipt of any income or rents from the Building and/or Building Site to the extent that any such tax or assessment is in lieu of all or a portion of any of the Real Estate Taxes, personal property and land ad valorem taxes, costs of water and sewage, reasonable management expenses (management expense not to exceed four percent (4%) of the annual rent for the Premises), labor, including all wages, salaries, Social Security taxes which may be levied upon such wages and salaries according to generally accepted accounting principles)practices, supplies, repairs, maintenance, painting, general exterior cleaning, insurance, landscaping, snow removal, and other items properly constituting direct operating costs according to standard accounting practices. The term “Operating Expenses shall Expenses” does not mean or include the following: (a) depreciation of the ProjectBuilding or equipment, (b) leasing commissions, (c) repairs and restorations paid for by the proceeds interest expense on borrowed money of any insurance policy form or (d) construction of improvements of a capital nature, except for costs of maintaining the costLandlord’s corporate or business existence, franchise taxes, federal or a portion thereof properly allocable to the Projectstate income taxes, of any capital improvements made to the Project specifically to reduce Operating Expenses, or expenditures required to be made to capitalized for federal income tax purposes, office expenses or salaries of the Project specifically to reduce Operating ExpensesLandlord’s executive officers, commissions and fees paid for the rental of the Building, or required to be made to the Project under any governmental law parts thereof, or regulation not applicable to the Project at the time it was constructedtenant improvements, wage taxes or Social Security payments of Landlord or its property manager, or Landlord’s transfer, recording, inheritance, estate, succession, franchise, excise, business privilege, personal property, income, gross receipts or profit tax. Such cost Costs incurred for capital improvements shall be included within Operating Expenses for the calendar year in which the costs are incurred and for subsequent calendar years amortized on a straight line basis over such reasonable period the ordinary, useful life of time the improvement (as Landlord shall determinedetermined by the Internal Revenue Code of 1986, (e) ground rentas amended, (f) debt service, (g) income and franchise taxes other than that portion, if any, of income and franchise taxes which may hereinafter be assessed and paid in lieu of or as a substitute in whole or in part for Taxesthe regulations thereto).

Operating Expenses Defined. Operating Expenses", as used in this Lease, means all amounts paid or accrued by Landlord per calendar year for the operation and maintenance of the Project or the land on which it is situated, and the equipment, fixtures and facilities used in connection therewith, including the parking area. Operating Expenses includes, but is it not limited to the cost of utilities, building supplies, janitorial and window cleaning services, normal maintenance and repair of the Project and the common areas (including elevators, if any, and the periodic refurbishing of the common areas), heating and air-conditioning, waste disposal, lighting, maintenance of fire protection and security systems, planting and landscaping, landscape maintenance, taxes (defined below), insurance premiums (including boiler and machinery, fire and extended coverage, earthquake, flood, rental and public liability insurance), and all labor, supplies, materials, tools, professional fees, management fees, wages, salaries and payroll burden of the Project managerManager, clerical maintenance and other employees directly associated with the operation of the Project, (including Project office rent or rental value, office supplies and materials, and all other items constituting operating and maintenance costs in connection with the Project and land according to generally accepted accounting principles). Operating Expenses shall not include the following: (a) depreciation of the Project, (b) leasing commissions, (c) repairs and restorations paid for by the proceeds of any insurance policy or (d) construction of improvements of a capital nature, except for the cost, or a portion thereof properly allocable to the Project, of any capital improvements made to the Project specifically to reduce Operating Expenses, or required to be made to the Project specifically to reduce Operating Expenses, or required to be made to the Project under any governmental law or regulation not applicable to the Project at the time it was constructed. Such cost shall be amortized over such reasonable period of time as Landlord shall determine, (e) ground rent, (f) debt service, (g) income and franchise taxes other than that portion, if any, of income and franchise taxes which may hereinafter be assessed and paid in lieu of or as a substitute in whole or in part for Taxes.