Common use of Procedure for Payment of Operating Expense Adjustments Clause in Contracts

Procedure for Payment of Operating Expense Adjustments. Lessee shall pay any Excess Operating Expenses, as follows: (a) Commencing on the Commencement Date, Lessor may, from time to time, but not more than once annually, by ten (10) business days written notice to Lessee, reasonably estimate in advance the amounts Lessee shall owe on a monthly basis for Excess Operating Expenses for any full or partial calendar year of the Term. In such event, Lessee shall pay such estimated amounts, on a monthly basis, on or before the first day of each calendar month, together with Lessee’s payment of Base Rental; (b) Within one hundred fifty (150) days after the end of each calendar year, Lessor shall provide a statement (the “Statement”) to Lessee showing: (i) the amount of actual Operating Expenses for such calendar year, (ii) any amount paid by Lessee toward Excess Operating Expenses during such calendar year on an estimated basis, and (iii) any revised estimate of Lessee’s obligations for Excess Operating Expenses for the current calendar year; (c) If the Statement shows that Lessee’s estimated payments were less than Lessee’s actual obligations for Excess Operating Expenses for such year, Lessee shall pay the difference, whether or not the Term has expired or terminated. If the Statement shows an increase in Lessee’s estimated payments for the current calendar year, Lessee shall pay the difference between the new and former estimates, for the period from January 1 of the current calendar year through the month in which the Statement is sent. Lessee shall make such payments within thirty (30) days after Lessor sends the Statement; (d) If the Statement shows that Lessee’s estimated payments exceeded Lessee’s actual obligations for Excess Operating Expenses, Lessee shall receive a credit of such difference against payments by Lessee next due. If the Term shall have expired and no further payments of Excess Operating Expenses by Lessee shall be due, Lessee shall receive a refund of such difference within thirty (30) days after Lessor sends the Statement; (e) So long as Lessee’s obligations hereunder are not materially adversely affected, Lessor reserves the right to reasonably change, from time to time, the manner or timing of the foregoing payments. No delay by Lessor in providing the Statement (or separate Statements) shall be deemed a default by Lessor or a waiver of Lessor’s right to require payment of Lessee’s obligations for actual or estimated Excess Operating Expenses; and (f) If the Term commences other than on January 1, or ends other than on December 31, Lessee’s obligations to pay estimated and actual amounts toward Excess Operating Expenses for such first or final calendar years shall be prorated to reflect the portion of such years included in the Term. Such proration shall be made by multiplying the total estimated or actual (as the case may be) Excess Operating Expenses for such calendar years by a fraction, the numerator of which shall be the number of days of the Term during such calendar year, and Lessor’s (Landlord’s) initials Lessee’s (Tenant’s) initials the denominator of which shall be 365. Lessee shall not be responsible for any Excess Operating Expenses which are first billed to Tenant more than two (2) calendar years after the earlier of the end of the calendar year to which such Excess Operating Expenses relate, provided that such cutoff shall not apply to Excess Operating Expenses levied by any governmental authority.

Procedure for Payment of Operating Expense Adjustments. Lessee Tenant shall pay for Tenant's Pro Rata Share of any Excess excess of Operating ExpensesExpenses over the Allowance, as follows: (a) Commencing on the Commencement Dateexpiration of the Base Year, Lessor Landlord may, from time to time, but not more than once annually, time by ten (10) business days written notice to LesseeTenant, reasonably estimate in advance the amounts Lessee Tenant shall owe on a monthly basis for Excess excesses of Operating Expenses over the Allowance for any full or partial calendar year of the Term. In such event, Lessee Tenant shall pay such estimated amounts, on a monthly basis, on or before the first day of each calendar month, together with Lessee’s Tenant's payment of Base Rental;. Such estimate may be reasonably adjusted from time to time by Landlord by written notice to Tenant. (b) Within one hundred fifty twenty (150120) days after the end of each calendar year, Lessor or as soon thereafter as practicable, Landlord shall provide a statement (the “"Statement”") to Lessee Tenant showing: (i) the amount of actual Operating Expenses for such calendar year, (ii) any amount paid by Lessee toward Excess Tenant towards excesses of Operating Expenses over the Allowance during such calendar year on an estimated basis, basis and (iii) any revised estimate of Lessee’s Tenant's obligations for Excess excesses of Operating Expenses over the Allowance for the current calendar year;. (c) If the Statement shows that Lessee’s Tenant's estimated payments were less than Lessee’s Tenant's actual obligations for Excess excesses of Operating Expenses over the Allowance for such year, Lessee Tenant shall pay the difference, whether or not the Term has expired or terminated. If the Statement shows an increase in Lessee’s Tenant's estimated payments for the current calendar year, Lessee Tenant shall pay the difference between the new and former estimates, for the period from January 1 of the current calendar year through the month in which the Statement is sent. Lessee Tenant shall make such payments within thirty (30) days after Lessor Landlord sends the Statement; (d) . If the Statement shows that Lessee’s Tenant's estimated payments exceeded Lessee’s Tenant's actual obligations for Excess excesses of Operating ExpensesExpenses over the Allowance, Lessee Tenant shall receive a credit of such difference against payments by Lessee of Rent next due. If the Term shall have expired and no further payments of Excess Operating Expenses by Lessee Rent shall be due, Lessee Tenant shall receive a refund of such difference within thirty (30) days after Lessor Landlord sends the Statement;. (ed) So long as Lessee’s Tenant's obligations hereunder are not materially adversely affected, Lessor Landlord reserves the right to reasonably change, from time to time, the manner or timing of the foregoing payments. No delay by Lessor Landlord in providing the Statement (or separate Statements) shall be deemed a default by Lessor Landlord or a waiver of Lessor’s Landlord's right to require payment of Lessee’s Tenant's obligations for actual or estimated Excess excesses of Operating Expenses; andExpenses over the Allowance. (fe) If the Term commences other than on January 1, or ends other than on December 31, Lessee’s Tenant's obligations to pay estimated and actual amounts toward Excess towards excesses of Operating Expenses over the Allowance for such first or final calendar years shall be prorated prorated, based on a 360 day year, to reflect the portion of such years included in the Term. Such proration shall be made by multiplying the total estimated or actual (as the case may be) Excess Operating Expenses for such calendar years by a fraction, the numerator of which shall be the number of days of the Term during such calendar year, and Lessor’s (Landlord’s) initials Lessee’s (Tenant’s) initials the denominator of which shall be 365. Lessee shall not be responsible for any Excess Operating Expenses which are first billed to Tenant more than two (2) calendar years after the earlier of the end of the calendar year to which such Excess Operating Expenses relate, provided that such cutoff shall not apply to Excess Operating Expenses levied by any governmental authority.

Procedure for Payment of Operating Expense Adjustments. Lessee Tenant shall pay any Excess the Operating Expenses, Expense Adjustment as follows: (a) Commencing on the Commencement Date, Lessor Landlord may, from time to time, but not more than once annually, time by ten (10) business days written days’ notice to LesseeTenant, reasonably estimate in advance the amounts Lessee Tenant shall owe on a monthly basis for Excess the Operating Expenses Expense Adjustment for any full or partial calendar year of the Term. In such event, Lessee Tenant shall pay such estimated amounts, on o a monthly basis, on or before the first day of each calendar month, together with LesseeTenant’s payment of Base Rental;Rent. Such estimate may be reasonably adjusted from time to time by Landlord by written notice to Tenant. (b) Within one hundred fifty twenty (150120) days after the end of each calendar year, Lessor Landlord shall provide a statement (the ““ Statement”) to Lessee Tenant showing: (i) the amount of actual Operating Expenses for such calendar year, (ii) any amount paid by Lessee Tenant toward Excess the Operating Expenses during such calendar year on an estimated basis, and (iii) any revised estimate of LesseeTenant’s obligations for Excess excess Operating Expenses for the current calendar year;. (c) If the Statement shows that LesseeTenant’s estimated payments were less than LesseeTenant’s actual obligations for Excess Operating Expenses for such year, Lessee Tenant shall pay the difference, whether or not the Term has expired or terminated. If the Statement shows an increase in LesseeTenant’s estimated payments for the current calendar year, Lessee Tenant shall pay the difference between the new and former estimates, for the period from January 1 of the current calendar year through the month in which the Statement is sent. Lessee Tenant shall make such payments within thirty (30) days after Lessor Landlord sends the Statement;. (d) If the Statement shows that LesseeTenant’s estimated payments exceeded LesseeTenant’s actual obligations for Excess Operating Expenses, Lessee Tenant shall receive a credit of such difference against payments by Lessee payment(s)of Rent next due. If the Term shall have expired and no further payments of Excess Operating Expenses by Lessee Rent shall be due, Lessee Tenant shall receive a refund of such difference within thirty (30) days after Lessor Landlord sends the Statement;Statement . (e) So long as Lessee’s obligations hereunder are not materially adversely affected, Lessor reserves the right to reasonably change, from time to time, the manner or timing of the foregoing payments. No delay by Lessor Landlord in providing the Statement (or separate Statementsstatements) shall be deemed a default by Lessor Landlord or a waiver of LessorLandlord’s right to require payment of LesseeTenant’s obligations for actual or estimated Excess Operating Expenses; and. (f) If the Term Tenant’s obligation to pay Operating Expense Adjustments commences other than on January 1l, or ends other than on December 31, LesseeTenant’s obligations obligation to pay estimated and actual amounts toward Excess Operating Expenses for such such, first or final calendar years shall be prorated to reflect the portion of such years included in within the Termperiod for which Tenant is obligated to pay Operating Expense Adjustment. Such proration shall be made by multiplying the total estimated or actual (as the case may be) Excess Operating Expenses Expends for such calendar years by a fraction, the numerator of which shall be the number of days of within the Term period for which Tenant is obligated to pay Operating Expenses Adjustments during such calendar year, and Lessor’s (Landlord’s) initials Lessee’s (Tenant’s) initials the denominator of which shall be 365. Lessee shall not be responsible for any Excess Operating Expenses which are first billed to Tenant more than two (2) calendar years after the earlier total number of the end of the calendar year to which days in such Excess Operating Expenses relate, provided that such cutoff shall not apply to Excess Operating Expenses levied by any governmental authorityyear.

Procedure for Payment of Operating Expense Adjustments. Lessee Tenant shall pay for Tenant’s Pro Rata Share of any Excess excess of Operating ExpensesExpenses over the Base Amount, as follows: (a) Commencing on the Commencement Date, Lessor : Landlord may, from time to time, but not more than once annually, time by ten (10) business 10 days written notice to LesseeTenant, reasonably estimate in advance the amounts Lessee Tenant shall owe on a monthly basis for Excess excesses of Operating Expenses over the Base Amount for any full or partial calendar year of the Termterm of this Lease. In such event, Lessee Tenant shall pay such estimated amounts, on a monthly basis, on or before the first day of each calendar month, together with LesseeTenant’s payment of Base Rental; (b) Monthly Installment. Such estimate may be reasonably adjusted from time to time by Landlord by written notice to Tenant. Within one hundred fifty (150) 120 days after the end of each calendar year, Lessor or as soon thereafter as practicable, Landlord shall provide a statement (the “Statement”) to Lessee Tenant showing: (i) the amount of actual Operating Expenses for such calendar year, (ii) any amount paid by Lessee toward Excess Tenant towards excesses of Operating Expenses over the Base Amount during such calendar year on an estimated basis, basis and (iii) any revised estimate of LesseeTenant’s obligations for Excess excesses of Operating Expenses over the Base Amount for the current calendar year; (c) . If the Statement shows that LesseeTenant’s estimated payments were less than LesseeTenant’s actual obligations for Excess excesses of Operating Expenses over the Base Amount for such year, Lessee Tenant shall pay the difference, whether or not the Term has expired or terminated. If the Statement shows an increase in LesseeTenant’s estimated payments for the current calendar year, Lessee Tenant shall pay the difference between the new and former estimates, for the period from January 1 of the current calendar year through the month in which the Statement is sent. Lessee Tenant shall make such payments within thirty (30) 30 days after Lessor Landlord sends the Statement; (d) If the Statement shows that Lessee’s estimated payments exceeded Lessee’s actual obligations for Excess Operating Expenses, Lessee shall receive a credit of such difference against payments by Lessee next due. If the Term shall have expired and no further payments of Excess Operating Expenses by Lessee shall be due, Lessee shall receive a refund of such difference within thirty (30) days after Lessor sends the Statement; (e) So long as Lessee’s obligations hereunder are not materially adversely affected, Lessor reserves the right to reasonably change, from time to time, the manner or timing of the foregoing payments. No delay by Lessor in providing the Statement (or separate Statements) shall be deemed a default by Lessor or a waiver of Lessor’s right to require payment of Lessee’s obligations for actual or estimated Excess Operating Expenses; and (f) If the Term commences other than on January 1, or ends other than on December 31, Lessee’s obligations to pay estimated and actual amounts toward Excess Operating Expenses for such first or final calendar years shall be prorated to reflect the portion of such years included in the Term. Such proration shall be made by multiplying the total estimated or actual (as the case may be) Excess Operating Expenses for such calendar years by a fraction, the numerator of which shall be the number of days of the Term during such calendar year, and Lessor’s (Landlord’s) initials Lessee’s (Tenant’s) initials the denominator of which shall be 365. Lessee shall not be responsible for any Excess Operating Expenses which are first billed to Tenant more than two (2) calendar years after the earlier of the end of the calendar year to which such Excess Operating Expenses relate, provided that such cutoff shall not apply to Excess Operating Expenses levied by any governmental authority.

Procedure for Payment of Operating Expense Adjustments. Lessee shall pay any Excess Operating Expenses, as follows: (a) Commencing on the Commencement DateJuly 1, 2007, Lessor may, from time to time, time but not more than once twice annually, by ten (10) business days written notice to Lessee, reasonably estimate in advance the amounts Lessee shall owe on a monthly basis for Excess Operating Expenses for any full or partial calendar year of the Term. In such event, Lessee shall pay such estimated amounts, on a monthly basis, on or before the first day of each calendar month, together with Lessee’s payment of Base Rental;. Such estimate may be reasonably adjusted from time to time by Lessor by written notice to Lessee, but in no event more often than once per year. No Building Operating Expenses shall accrue for the first twelve (12) months of the Lease Term. (b) Within one hundred fifty twenty (150120) days after the end of each calendar year, or as soon thereafter as practicable, Lessor shall provide a statement (the “Statement”) to Lessee showing: (i) the amount of actual Operating Expenses for such calendar year, (ii) any amount paid by Lessee toward Excess Operating Expenses during such calendar year on an estimated basis, and (iii) any revised estimate of Lessee’s obligations for Excess Operating Expenses for the current calendar year;. (c) If the Statement shows that Lessee’s estimated payments were less than Lessee’s actual obligations for Excess Operating Expenses for such year, Lessee shall pay the difference, whether or not the Term has expired or terminated. If the Statement shows an increase in Lessee’s estimated payments for the current calendar year, Lessee shall pay the difference between the new and former estimates, for the period from January 1 of the current calendar year through the month in which the Statement is sent. Lessee shall make such payments within thirty (30) days after Lessor sends the Statement;. (d) If the Statement shows that Lessee’s estimated payments exceeded Lessee’s actual obligations for Excess Operating Expenses, Lessee shall receive a credit of such difference against payments by Lessee next due. If the Term shall have expired and no further payments of Excess Operating Expenses by Lessee shall be due, Lessee shall receive a refund of such difference within thirty (30) days after Lessor sends the Statement;. (e) So long as Lessee’s obligations hereunder are not materially adversely affected, Lessor reserves the right to reasonably change, from time to time, the manner or timing of the foregoing payments. No delay by Lessor in providing the Statement (or separate Statements) shall be deemed a default by Lessor or a waiver of Lessor’s right to require payment of Lessee’s obligations for actual or estimated Excess Operating Expenses; and. (f) If the Term commences other than on January 1, or ends other than on December 31, Lessee’s obligations to pay estimated and actual amounts toward Excess Operating Expenses for such first or final calendar years shall be prorated to reflect the portion of such years included in the Term. Such proration shall be made by multiplying the total estimated or actual (as the case may be) Excess Operating Expenses for such calendar years by a fraction, the numerator of which shall be the number of days of the Term during such calendar year, and Lessor’s (Landlord’s) initials Lessee’s (Tenant’s) initials the denominator of which shall be 365. Lessee shall not be responsible for any Excess Operating Expenses which are first billed to Tenant more than two (2) calendar years after the earlier of the end of the calendar year to which such Excess Operating Expenses relate, provided that such cutoff shall not apply to Excess Operating Expenses levied by any governmental authority.

Procedure for Payment of Operating Expense Adjustments. Lessee Tenant shall pay any Excess Tenant’s Pro-rata Share of High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses as follows: (a) Commencing on the Commencement DateBy July 1st of each Calendar Year, Lessor may, from time Landlord shall provide to time, but not more than once annually, by ten (10) business days Tenant a written notice to Lessee, reasonably of Landlord’s reasonable estimate in advance of the amounts Lessee amount Tenant shall owe on a monthly basis for Excess High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, for any the next succeeding full or partial calendar year Calendar Year of the TermTerm for Tenant’s review and comment. In Landlord’s notice shall include an itemized statement (“Budget”), showing in reasonable detail the following: (i) the estimated amount of High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, (ii) Tenant’s Pro-rata Share of estimated High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, (iii) the estimated amount for each major category of expense that is expected to be included in High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, including, without limitation, any items that constitute capital expenditures in accordance with this Lease and the amount thereof to be amortized during such eventCalendar Year, Lessee (iv) the estimated rates to be charged by Landlord for above standard services for the Project; (v) the actual amounts for all such items for the prior Calendar Year. It is understood and agreed by Landlord and Tenant that the High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, shall be estimated on a reasonable good faith basis taking into consideration, among other things, the actual High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, for the then current Calendar Year, a good faith estimate of the rate of cost increases during the then current Calendar Year, the actual known prospective increases to each item in the Budget and a good faith estimate for contingencies for the next succeeding Calendar Year. Tenant may disapprove any portion of a proposed Budget only if such portion of the Budget fails to reflect the reasonable and necessary High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, to operate, repair and maintain the Project in conformity with the requirements of this Lease and in accordance with the accepted principles of sound management practices as applied to the operation, repair and maintenance of comparable buildings in Uptown Charlotte, North Carolina. If Tenant disapproves a portion of a proposed Budget, Tenant shall so notify Landlord in writing within thirty (30) days of Tenant’s receipt of a proposed Budget, which notification shall state, in reasonable detail, the item or items of the proposed Budget disapproved by Tenant and the basis for such disapproval. Landlord and Tenant shall negotiate in good faith to resolve any differences concerning any proposed Budget. Landlord shall deliver to Tenant the proposed final Budget for the next succeeding Calendar Year on or before November 1 of each Calendar Year. Tenant shall pay such estimated amountsamounts during the applicable Calendar Year, on a in equal monthly basisinstallments, on or before the first day of each calendar month, together with LesseeTenant’s installment payment of Base Rental;Rent. (b) Within one hundred fifty twenty (150120) days after the end of each calendar yearCalendar Year, Lessor or as soon thereafter as practicable, Landlord shall provide a statement itemized on a line item by line item basis (the “Year-End Statement”) to Lessee Tenant showing: (i) the amount of actual High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, for such calendar year, Calendar Year; and (ii) any amount paid by Lessee Tenant toward Excess High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, during such calendar year Calendar Year on an estimated basis, and (iii) any revised estimate of Lessee’s obligations for Excess Operating Expenses for the current calendar year;basis . (c) If the Year-End Statement shows that LesseeTenant’s estimated payments were less than LesseeTenant’s actual obligations for Excess High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, for such yearYear, Lessee Tenant shall pay the difference, whether or not . Tenant shall make such payment within forty-five (45) days after Landlord sends the Term has expired or terminated. Year-End Statement. (d) If the Year-End Statement shows an increase in Lesseethat Tenant’s estimated payments exceeded Tenant’s actual obligations for the current calendar yearHigh-Rise Operating Expenses, Lessee Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, Tenant shall pay the difference between the new and former estimatesreceive a refund or credit (at Tenant’s election, for the period from January 1 of the current calendar year through the month unless this Lease has terminated, in which the Statement is sent. Lessee case a refund shall make such payments be paid to Tenant within thirty (30) days after Lessor sends the Statement; (dof demand by Tenant) If the Statement shows that Lessee’s estimated payments exceeded Lessee’s actual obligations for Excess Operating Expenses, Lessee shall receive a credit of such difference against payments by Lessee of High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, next due. If the Term shall have expired and no further payments of Excess High-Rise Operating Expenses, Low-Rise Operating Expenses by Lessee and Revised Operating Expenses, as applicable, shall be due, Lessee Tenant shall receive a refund of such difference within thirty (30) days after Lessor Landlord sends the Year-End Statement;. Provided, however, Landlord shall be entitled to offset any amounts due Tenant under this subparagraph against any amounts as to which Tenant is in default to Landlord at the time such credit or refund is determined. (e) So long as Lessee’s obligations hereunder are not materially adversely affected, Lessor reserves the right to reasonably change, from time to time, the manner or timing of the foregoing payments. No delay by Lessor Landlord in providing the Year-End Statement (or separate Statements) shall be deemed a default by Lessor or Landlord but Landlord shall be prohibited from billing Tenant for any High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, more than one (1) Year from the date Landlord incurred such High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, and any such failure to timely xxxx Tenant shall be deemed a waiver of LessorLandlord’s right to require payment of LesseeTenant’s obligations for actual or estimated Excess any such High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable. Any High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, which remain unbilled or which have been billed but, due to legitimate disputes, remain unpaid at the time of conveyance of the Project or any portion thereof which is the subject of such conveyance shall not transfer to any grantee of the Project or portion thereof; andhowever, this sentence shall not prohibit billing within the one (1) Year period by the Landlord which incurred such expenses prior to the sale or conveyance, or in the event of foreclosure or deed in lieu of foreclosure, by a lender to whom this Lease is subordinate and to whom the Landlord which incurred the expenses has assigned its rights to collect same. (f) If the Term Tenant’s obligation to pay High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses commences other than on January 1, or ends other than on December 31, LesseeTenant’s obligations obligation to pay estimated and actual amounts toward Excess High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, for such first or final calendar years Calendar Years shall be prorated to reflect the portion of such years Years included in within the Termperiod for which Tenant is obligated to pay High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable. Such proration shall be made by multiplying the total estimated or actual (as the case may be) Excess High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, for such calendar years Calendar Years by a fraction, the numerator of which shall be the number of days of within the Term period for which Tenant is obligated to pay High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, during such calendar yearCalendar Year, and Lessor’s (Landlord’s) initials Lessee’s (Tenant’s) initials the denominator of which shall be 365. Lessee shall not be responsible for any Excess Operating Expenses which are first billed to Tenant more than two (2) calendar years after the earlier total number of the end of the calendar year to which days in such Excess Operating Expenses relate, provided that such cutoff shall not apply to Excess Operating Expenses levied by any governmental authorityCalendar Year.

Procedure for Payment of Operating Expense Adjustments. Lessee shall pay any Excess Operating Expenses, as follows: (a) Commencing on the Commencement Date, Lessor may, from time to time, but not more than once annually, time by ten (10) business days written notice to Lessee, reasonably estimate in advance the amounts Lessee shall owe on a monthly basis for Excess Operating Expenses for any full or partial calendar year of the Term. In such event, Lessee shall pay such estimated amounts, on a monthly basis, on or before the first day of each calendar month, together with Lessee’s 's payment of Base Rental;. Such estimate may be reasonably adjusted from time to time by Lessor by written notice to Lessee. (b) Within one hundred fifty twenty (150120) days after the end of each calendar year, or as soon thereafter as practicable, Lessor shall provide a statement (the “"Statement”") to Lessee showing: (i) the amount of actual Operating Expenses for such calendar year, (ii) any amount paid by Lessee toward Excess Operating Expenses during such calendar year on an estimated basis, and (iii) any revised estimate of Lessee’s 's obligations for Excess Operating Expenses for the current calendar year;. (c) If the Statement shows that Lessee’s 's estimated payments were less than Lessee’s 's actual obligations for Excess Operating Expenses for such year, Lessee shall pay the difference, whether or not the Term has expired or terminated. If the Statement shows an increase in Lessee’s 's estimated payments for the current calendar year, Lessee shall pay the difference between the new and former estimates, for the period from January 1 of the current calendar year through the month in which the Statement is sent. Lessee shall make such payments within thirty (30) days after Lessor sends the Statement;. (d) If the Statement shows that Lessee’s 's estimated payments exceeded Lessee’s 's actual obligations for Excess Operating Expenses, Lessee shall receive a credit of such difference against payments by Lessee next due. If the Term shall have expired and no further payments of Excess Operating Expenses by Lessee shall be due, Lessee shall receive a refund of such difference within thirty (30) days after Lessor sends the Statement;, provided Lessee is not in default of this Lease. (e) So long as Lessee’s obligations hereunder are not materially adversely affected, Lessor reserves the right to reasonably change, from time to time, the manner or timing of the foregoing payments. No delay by Lessor in providing the Statement (or separate Statements) shall be deemed a default by Lessor or a waiver of Lessor’s 's right to require payment of Lessee’s 's obligations for actual or estimated Excess Operating Expenses; and. (f) If the Term commences other than on January 1, or ends other than on December 31, Lessee’s 's obligations to pay estimated and actual amounts toward Excess Operating Expenses for such first or final calendar years shall be prorated to reflect the portion of such years included in the Term. Such proration shall be made by multiplying the total estimated or actual (as the case may be) Excess Operating Expenses for such calendar years by a fraction, the numerator of which shall be the number of days of the Term during such calendar year, and Lessor’s (Landlord’s) initials Lessee’s (Tenant’s) initials the denominator of which shall be 365. Lessee shall not be responsible for any Excess Operating Expenses which are first billed to Tenant more than two (2) calendar years after the earlier of the end of the calendar year to which such Excess Operating Expenses relate, provided that such cutoff shall not apply to Excess Operating Expenses levied by any governmental authority.

Procedure for Payment of Operating Expense Adjustments. Lessee Tenant shall pay any Excess Tenant's Pro-rata Share of High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses as follows: (a) Commencing on the Commencement DateBy July 1st of each Calendar Year, Lessor may, from time Landlord shall provide to time, but not more than once annually, by ten (10) business days Tenant a written notice to Lessee, reasonably of Landlord’s reasonable estimate in advance of the amounts Lessee amount Tenant shall owe on a monthly basis for Excess High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, for any the next succeeding full or partial calendar year Calendar Year of the TermTerm for Tenant’s review and comment. In Landlord’s notice shall include an itemized statement (“Budget”), showing in reasonable detail the following: (i) the estimated amount of High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, (ii) Tenant’s Pro-rata Share of estimated High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, (iii) the estimated amount for each major category of expense that is expected to be included in High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, including, without limitation, any items that constitute capital expenditures in accordance with this Lease and the amount thereof to be amortized during such eventCalendar Year, Lessee (iv) the estimated rates to be charged by Landlord for above standard services for the Project; (v) the actual amounts for all such items for the prior Calendar Year. It is understood and agreed by Landlord and Tenant that the High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, shall be estimated on a reasonable good faith basis taking into consideration, among other things, the actual High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, for the then current Calendar Year, a good faith estimate of the rate of cost increases during the then current Calendar Year, the actual known prospective increases to each item in the Budget and a good faith estimate for contingencies for the next succeeding Calendar Year. Tenant may disapprove any portion of a proposed Budget only if such portion of the Budget fails to reflect the reasonable and necessary High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, to operate, repair and maintain the Project in conformity with the requirements of this Lease and in accordance with the accepted principles of sound management practices as applied to the operation, repair and maintenance of comparable buildings in Uptown Charlotte, North Carolina. If Tenant disapproves a portion of a proposed Budget, Tenant shall so notify Landlord in writing within thirty (30) days of Tenant’s receipt of a proposed Budget, which notification shall state, in reasonable detail, the item or items of the proposed Budget disapproved by Tenant and the basis for such disapproval. Landlord and Tenant shall negotiate in good faith to resolve any differences concerning any proposed Budget. Landlord shall deliver to Tenant the proposed final Budget for the next succeeding Calendar Year on or before November 1 of each Calendar Year. Tenant shall pay such estimated amountsamounts during the applicable Calendar Year, on a in equal monthly basisinstallments, on or before the first day of each calendar month, together with Lessee’s Tenant's installment payment of Base Rental;Rent. (b) Within one hundred fifty twenty (150120) days after the end of each calendar yearCalendar Year, Lessor or as soon thereafter as practicable, Landlord shall provide a statement itemized on a line item by line item basis (the “Year-End Statement”) to Lessee Tenant showing: (i) the amount of actual High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, for such calendar year, Calendar Year; and (ii) any amount paid by Lessee Tenant toward Excess High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, during such calendar year Calendar Year on an estimated basis, and (iii) any revised estimate of Lessee’s obligations for Excess Operating Expenses for the current calendar year;basis . (c) If the Year-End Statement shows that Lessee’s Tenant's estimated payments were less than Lessee’s Tenant's actual obligations for Excess High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, for such yearYear, Lessee Tenant shall pay the difference, whether or not the Term has expired or terminated. If the Statement shows an increase in Lessee’s estimated payments for the current calendar year, Lessee shall pay the difference between the new and former estimates, for the period from January 1 of the current calendar year through the month in which the Statement is sent. Lessee Tenant shall make such payment within forty-five (45) days after Landlord sends the Year-End Statement. (d) If the Year-End Statement shows that Tenant's estimated payments exceeded Tenant's actual obligations for High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, Tenant shall receive a refund or credit (at Tenant's election, unless this Lease has terminated, in which case a refund shall be paid to Tenant within thirty (30) days after Lessor sends the Statement; (dof demand by Tenant) If the Statement shows that Lessee’s estimated payments exceeded Lessee’s actual obligations for Excess Operating Expenses, Lessee shall receive a credit of such difference against payments by Lessee of High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, next due. If the Term shall have expired and no further payments of Excess High-Rise Operating Expenses, Low-Rise Operating Expenses by Lessee and Revised Operating Expenses, as applicable, shall be due, Lessee Tenant shall receive a refund of such difference within thirty (30) days after Lessor Landlord sends the Year-End Statement;. Provided, however, Landlord shall be entitled to offset any amounts due Tenant under this subparagraph against any amounts as to which Tenant is in default to Landlord at the time such credit or refund is determined. (e) So long as Lessee’s obligations hereunder are not materially adversely affected, Lessor reserves the right to reasonably change, from time to time, the manner or timing of the foregoing payments. No delay by Lessor Landlord in providing the Year-End Statement (or separate Statements) shall be deemed a default by Lessor or Landlord but Landlord shall be prohibited from billing Tenant for any High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, more than one (1) Year from the date Landlord incurred such High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, and any such failure to timely xxxx Tenant shall be deemed a waiver of Lessor’s Landlord's right to require payment of Lessee’s Tenant's obligations for actual or estimated Excess any such High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable. Any High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, which remain unbilled or which have been billed but, due to legitimate disputes, remain unpaid at the time of conveyance of the Project or any portion thereof which is the subject of such conveyance shall not transfer to any grantee of the Project or portion thereof; andhowever, this sentence shall not prohibit billing within the one (1) Year period by the Landlord which incurred such expenses prior to the sale or conveyance, or in the event of foreclosure or deed in lieu of foreclosure, by a lender to whom this Lease is subordinate and to whom the Landlord which incurred the expenses has assigned its rights to collect same. (f) If the Term Tenant's obligation to pay High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses commences other than on January 1, or ends other than on December 31, Lessee’s obligations Tenant's obligation to pay estimated and actual amounts toward Excess High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, for such first or final calendar years Calendar Years shall be prorated to reflect the portion of such years Years included in within the Termperiod for which Tenant is obligated to pay High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable. Such proration shall be made by multiplying the total estimated or actual (as the case may be) Excess High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, for such calendar years Calendar Years by a fraction, the numerator of which shall be the number of days of within the Term period for which Tenant is obligated to pay High-Rise Operating Expenses, Low-Rise Operating Expenses and Revised Operating Expenses, as applicable, during such calendar yearCalendar Year, and Lessor’s (Landlord’s) initials Lessee’s (Tenant’s) initials the denominator of which shall be 365. Lessee shall not be responsible for any Excess Operating Expenses which are first billed to Tenant more than two (2) calendar years after the earlier total number of the end of the calendar year to which days in such Excess Operating Expenses relate, provided that such cutoff shall not apply to Excess Operating Expenses levied by any governmental authorityCalendar Year.