Common use of Property Maintenance Costs Clause in Contracts

Property Maintenance Costs. The term “Property Maintenance Costs” means all costs and expenses (except Landlord’s Insurance Costs and Real Property Taxes) of every kind and nature which Landlord shall pay or become obligated to pay because of or in connection with the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now and in subsequent years, including without limitation, (a) professional management fees and expenses, (b) the costs incurred by Landlord in the making of any Alterations as set forth in Section 6.4, (c) the costs of complying with governmental regulations governing Hazardous Materials, subject to Section 4.12.7, (d) such other costs as may be paid or incurred with respect to operating, maintaining and preserving the Project, the Project Buildings or the Outside Areas, such as painting, cleaning, repairing, replacing, and resurfacing the exterior of the Project Buildings (including roofs); repairing, replacing, and resurfacing paved areas; repairing structural parts of the Project Buildings; cleaning, maintaining, restoring and/or replacing the interior of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining all landscaped areas; (e) the rental or acquisition costs of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such item, and such amortized costs shall be included in Property Maintenance Costs only for that portion of the useful life of the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in the year in which it was incurred. Property Maintenance Costs shall not include: (i) costs of installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (except to the extent Tenant is required to pay such franchise taxes or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (c) above); (xvii) costs of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to the Premises, the Building and/or the Project to the extent that the costs of such services exceed competitive costs charged by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the Building.

Property Maintenance Costs. The term “"Property Maintenance Costs” means " shall mean Tenant's Property Share of all costs and expenses (except Landlord’s 's Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) market rate professional management fees and expensesof no more than two percent (2%) of Base Monthly Rent, (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4Article 6, which are so amortized during the Lease Term, (ciii) any and all on-going operation or maintenance costs imposed on the costs of complying with governmental regulations governing Hazardous MaterialsProperty by or through any development agreement, subject use permit, site development agreement, traffic mitigation plan, entitlement, or Private Restrictions (including but not limited to Section 4.12.7shuttle and emergency transportation), and (div) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the ProjectProperty, the Project Buildings or the Outside Areas, such as painting, cleaning, repairing, replacing, and resurfacing the exterior of the Project Buildings (including roofs); repairing, replacing, repairing and resurfacing paved areas; repairing structural parts of the Project Buildings; cleaning, maintaining, restoring and/or replacing the interior of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining all landscaped areas; (e) repairing and replacing, when necessary, electrical, plumbing, heating, ventilating and air conditioning systems serving the rental or acquisition costs Building, provided that the cost of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) improvement shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such item, improvement and such amortized costs the amortizing portion of the cost shall be included in Property Maintenance Costs. If any costs and expenses are partly based upon property or rents unrelated to the Property, then only that part of such Property Maintenance Costs only that is fairly allocable to the Property shall be included within the meaning of the terms "Property Maintenance Costs." Notwithstanding the foregoing provisions of this Section 13.12(c), the following are specifically excluded from the definition of Property Maintenance Costs and Tenant shall have no obligation to pay directly or reimburse Landlord for that all or any portion of the useful life of the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in the year in which it was incurred. Property Maintenance Costs shall not include: (i) costs of installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (following except to the extent any of the foregoing are caused by the actions or inactions of Tenant, or result from the failure of Tenant is required to pay such franchise taxes comply with the terms of the Lease: (a) costs of development or income taxes in lieu of all construction on the Property (other than on-going operation or any part of Real Property Taxes maintenance costs as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (ciii) above); (xviib) the costs to repair or replace the structural portions of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systemsor other buildings on the Property, including, without limitation, the foundation, footings, roof structure, roof screens, roof screen penetrations, and load bearing and exterior walls of the Building or any other building located on the Property; (xviiic) depreciation, amortization or other expense reserves; (xixd) interest, charges and fees incurred on debt, payments on mortgages and rent under ground leases; (e) costs and expenses of any item for which Tenant reimburses Landlord directly or service which Tenant pays directly to a third person or costs for which Landlord provides selectively to one has a right of reimbursement from others; (f) costs occasioned by the active negligence or more tenants willful misconduct of Landlord or any other occupant of the Project Property or violations of Law by Landlord or any other than the Tenant or the cost of any work or service furnished to one or more tenants occupant of the Project to a materially greater extent or in a materially more favorable manner than that furnished to TenantProperty, (xxg) overhead or costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to correct any construction defect in the Leased Premises, the Building and/or or the Project Property; or (h) capital costs incurred to bring the Building or the Property into compliance with the Use Permit, any CC&R's, underwriter's requirements, or Laws applicable to the extent that Leased Premises, the costs of such services exceed competitive costs charged by firms that are not related to Landlord; Building or the Property at the time the building permit for the Base Building (xxias defined in the Work Letter) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the Buildingis issued.

Property Maintenance Costs. The term “Property Maintenance Costs” means shall mean all costs and expenses (except Landlord’s Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) professional management fees and expenses(equal to three percent of the annualized Base Monthly Rent), (bii) the costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements as set forth in Section 6.4Article 6 including costs of complying with any governmental regulation or court order such as costs associates with complying with the Americans with Disabilities Act (ADA) or any similar laws or court cases, (ciii) the costs of complying with governmental regulations governing Tenant’s use of Hazardous Materials, subject and Landlord’s costs of monitoring Tenant’s use of Hazardous Materials including fees charged by Landlord’s consultants to Section 4.12.7periodically inspect the Premises and the Property, (div) all costs, fees, expenses, assessments, and the like charged by any public or private maintenance association or district whether such costs are incurred on or off the Project, for the benefit of the Project, also including any costs required to be paid by Landlord pursuant to any covenants, conditions, and/or restrictions effecting the Project for the benefit of any common property owners association, and (v) such other costs as may be paid or incurred with respect to operating, maintaining and preserving the Project, the Project Buildings or the Outside AreasProperty, such as painting, cleaning, repairing, replacing, and resurfacing the exterior surfaces of the Project Buildings buildings (including roofs); , repairing, replacing, and resurfacing paved areas; , repairing structural parts of the Project Buildings; buildings, cleaning, maintaining, restoring and/or replacing the interior of the Premises; Leased Premises both during the term of the Lease and upon its termination, and maintaining, repairing, installing or replacing Building Systems; replacing, electrical, plumbing, sewer, drainage, heating, ventilating and air conditioning systems serving the buildings, providing utilities to the Outside Areas; maintainingcommon areas, repairingmaintenance, replacing repair, replacement or installing installation of lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining , materials, maintenance of all landscaped areas; (e) the rental or acquisition , and depreciation and financing costs of supplies, tools, materials on maintenance and operating machinery and equipment used (if owned) and rental paid for such machinery and equipment (if leased). Notwithstanding the above, for the replacement due to normal wear and tear of a piece of HVAC equipment first put in connection with service prior to January 1, 2000, Tenant’s payment obligation shall be limited to paying the operation, maintenance, management and repair first eight thousand dollars of such replacement when incurred plus amortization payments of the Project; and (f) payments under balance of the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, cost over the estimated useful life of such item, and such amortized costs shall be included in Property Maintenance Costs only for that portion of the useful life of the Included Capital Item which falls within equipment as reasonably determined by Landlord (in accordance with generally accepted accounting principles) with interest on the Term, unless unamortized balance at the then prevailing interest Landlord would pay if it borrowed funds to pay the cost of the Included Capital Item is less than Twenty Five Thousand Dollars replacement. Landlord shall inform Tenant of the monthly amortization payment required to amortize such costs, and Tenant shall pay the monthly amount as Additional Rent during the Term of this Lease. For replacement of the entire or a substantial portion of the roof covering surface (“roofing”) due to normal wear and tear Tenant’s payment obligation shall be limited to the amount of ninety thousand dollars ($25,000) in which case it shall be expensed in the year in which it was incurred90,000). Property Maintenance Costs shall not include: (i) costs of Prior to installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which a new roof Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (except to the extent will provide Tenant is required to pay such franchise taxes or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant reasonable justification for the need to Section 3.3), as well as in connection with replace the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project roof and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (c) above); (xvii) costs of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to the Premises, the Building and/or the Project to the extent evidence that the costs of such services exceed competitive costs charged by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any proposed cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the Buildingis reasonable.

Property Maintenance Costs. The term “Property Properly Maintenance Costs” means shall mean Tenant’s Expense Share of all costs and expenses (except Landlord’s Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) professional monthly property management fees equal to one and expensesone-half percent (1 ½%) of the Base Monthly Rent, (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4Article 6, which are so amortized during the Lease Term, and (c) the costs of complying with governmental regulations governing Hazardous Materials, subject to Section 4.12.7, (diii) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the Project, the Project Buildings or the Outside AreasProperty, such as painting, cleaning, repairing, replacing, repairing and resurfacing the exterior surfaces of the Project Buildings Building (including roofs); repairing, replacing, repairing and resurfacing paved areas; , repairing and replacing structural parts of the Project Buildings; cleaning, maintaining, restoring and/or replacing the interior of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, treesBuilding, and shrubs; maintaining all landscaped areas; (e) repairing and replacing, when necessary, electrical, plumbing, heating, ventilating and air conditioning systems serving the rental or acquisition costs of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such item, and such amortized costs shall be included in Property Maintenance Costs only for that portion of the useful life of the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in the year in which it was incurredBuilding. Property Maintenance Costs shall not include: (i) costs of installing leasehold improvements for prospective tenants or occupants of the Project, rent paid to any ground lessor; (ii) interest and principal payments on mortgages or the cost of constructing tenant improvements for any other debt costs (except as provided above with regard to Included Capital Items)tenant of the Building or Property; (iii) rental payments on the costs of special services, goods or materials provided to any ground lease other tenant of the ProjectBuilding or Property and not offered or made available to Tenant; (iv) real estate brokers’ leasing commissionsrepairs to the extent covered by actually-collected proceeds of insurance or from funds provided by Tenant or any other tenant of the Building or Property, or as to which any other tenant of the Building or Property is solely obligated to make such repairs or to pay the cost thereof; (v) legal fees, space planner fees and advertising costs or other related expenses incurred by Landlord in connection with regard the leasing of space to leasing individual tenants of the Project Building or portions thereofthe Property (other than those fees reasonably incurred in connection with the maintenance and operation of all or any portion the Building); (vi) any cost repairs, alterations, additions, improvements or expenditure for which replacements, to the extent they are Landlord’s responsibility as a part of the Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional RentWarranty as defined in Paragraph 2.4(a) above; (vii) amortization damage and repairs necessitated by the gross negligence or depreciation (except on any Included Capital Items)willful misconduct of Landlord or of Landlord’s employees, contractors or agents; (viii) Real Property Taxes executive salaries or any franchise or income taxes imposed upon Landlord (except salaries of service personnel to the extent Tenant is required to pay that such franchise taxes personnel perform services other than in connection with the protecting, operating, maintaining, repairing and preserving of the Building or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32)the Property; (ix) Landlord’s Insurance Costsgeneral overhead expenses not related to the Building or the Property; (x) costs legal fees, accountants’ fees and other expenses incurred in connection with disputes with other tenants or other occupants of correcting defects the Building or the Property, or in connection with the enforcement of the terms of any leases with other tenants or the defense of Landlord’s title to or interest in the design Property or construction of a Project Buildingany part thereof; (xi) costs of repairs or alterations incurred due to a Project Building which are required as a result violation by Landlord or any other tenant of the failure Building or Property of the Project Building to comply with Requirements that are applicable to a Project Building as terms and conditions of the Lease Commencement Dateany lease; (xii) legal, auditing, consulting and professional fees incurred by costs of any service provided to Tenant or to other occupants of the Building or Property for which Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (is actually reimbursed other than those incurred in connection with the preparation through recovery of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the ProjectProperty Operating Expenses; (xiii) personal property taxes due and payable by any other tenant of the wages of any asset managers, leasing agents, officers, directors, Building or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineerProperty; and (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (c) above); (xvii) costs of repairs and maintenance covered under any warranties held by Landlord in connection with the Project repair, restoration, replacement or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenantitem, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to the Premises, the Building and/or the Project to the extent that the costs of such services exceed competitive costs charged Landlord is actually reimbursed therefor by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for showsinsurance, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring warranties or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the Buildingcondemnation proceeds.

Property Maintenance Costs. The term “"Property Maintenance Costs” " means all costs and expenses (except Landlord’s 's Insurance Costs and Real Property Taxes) of every kind and nature which Landlord shall pay or become obligated to pay because of or in connection with the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now and in subsequent yearsyears as may be determined by Landlord to be necessary or desirable, including without limitation, (a) professional management fees and expenses, (b) the costs incurred by Landlord in the making of any Alterations as set forth in Section 6.4, (c) the costs of complying with governmental regulations governing Hazardous Materials, subject to Section 4.12.7, (d) such other costs as may be paid or incurred with respect to operating, maintaining and preserving the Project, the Project Buildings or the Outside Areas, such as painting, cleaning, repairing, replacing, and resurfacing the exterior of the Project Buildings (including roofs); repairing, replacing, and resurfacing paved areas; repairing structural parts of the Project Buildings; cleaning, maintaining, restoring and/or replacing the interior of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining all landscaped areas; (e) the rental or acquisition costs of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures (collectively, "Included Capital Items") shall be amortized by Landlord, together with an amount equal to interest at ten percent (10%) per annum, over the estimated useful life of such item as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such itemBuildings, and such amortized costs shall be included in Property Maintenance Costs only for that portion of the useful life of the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,00020,000) in which case it shall be expensed in the year in which it was incurred. Property Maintenance Costs shall incurred (provided, however, that not include: more than One Hundred Thousand Dollars (i$100,000) costs of installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (except to the extent Tenant is required to pay such franchise taxes or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred may be expensed in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (c) aboveany calendar year); (xvii) costs of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to the Premises, the Building and/or the Project to the extent that the costs of such services exceed competitive costs charged by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the Building.

Property Maintenance Costs. The term “Property Maintenance Costs” means shall mean Tenant’s Expense Share of all costs and expenses (except Landlord’s Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) monthly professional management fees equal to $3,720 per month for the first twelve (12) months of the Lease Term, and expensesthereafter three percent (3%) of Base Monthly Rent, (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4Article 6, which are so amortized during the Lease Term, and (c) the costs of complying with governmental regulations governing Hazardous Materials, subject to Section 4.12.7, (diii) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the Project, the Project Buildings or the Outside AreasProperty, such as painting, cleaning, repairing, replacing, repairing and resurfacing the exterior surfaces of the Project Buildings Building (including roofs); repairing, replacing, repairing and resurfacing paved areas; , repairing and replacing structural parts of the Project Buildings; cleaningBuilding, maintainingand repairing and replacing, restoring and/or replacing when necessary, electrical, plumbing, heating, ventilating and air conditioning systems serving the interior Building. To the extent any of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining all landscaped areas; foregoing items described in clause (eiii) the rental or acquisition costs of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate repairs or replacements under generally accepted accounting and management principles consistent with those generally utilized in Comparable Buildings (collectivelyprinciples, “Included Capital Items”) shall be amortized by Landlordconsistently applied, together with an amount equal to interest at eight percent (8%) per annum, over the estimated have a useful life of such itemmore than one year, and are not necessitated due to Tenant’s misuse of or failure to maintain the Leased Premises as required by this Lease, then only the amortizing portion of such amortized costs capital repairs or replacements shall constitute Property Maintenance Costs; such amortization shall be included in Property Maintenance Costs only for that portion of over the useful life of the Included Capital Item which falls within applicable repair or replacement, and shall employ an interest rate equal to the Termgreater of (a) 8% per annum, unless or (b) Xxxxx Prime Plus Two (but in no event more than the cost maximum rate of interest not prohibited or made usurious). Notwithstanding the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in foregoing provisions of this Paragraph 13.12(c), the year in which it was incurred. following are specifically excluded from the definition of Property Maintenance Costs and Tenant shall not includehave no obligation to pay directly or reimburse Landlord for all or any portion of the following except to the extent any of the following are caused by the actions or inactions of Tenant, or result from the failure of Tenant to comply with the terms of this Lease: (i) costs incurred because Landlord actually violated the terms and conditions of installing leasehold improvements this Lease or any other lease for prospective tenants or occupants of premises within the ProjectBuilding, if any; (ii) interest legal and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner auditing fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (except to the extent Tenant is required to pay such franchise taxes or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those fees reasonably incurred in connection with the preparation maintenance and operation of statements required pursuant to Section 3.3all or any portion the Building), as well as in connection with the negotiation or enforcement of leasesleasing commissions, financingsadvertising expenses, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance original leasing of the Project, such as monitoring air quality, and Property or future re-leasing of any portion of the costs described in clause (c) above)Building; (xviiiii) depreciation of the Building or any other improvements situated within the Property; (iv) any items for which Landlord is actually reimbursed by insurance or by direct reimbursement by Tenant or any other party; (v) costs of repairs and maintenance covered under or other work necessitated by fire, windstorm or other casualty (excluding any warranties held deductibles) and/or costs of repair or other work necessitated by the exercise of the right of eminent domain to the extent insurance proceeds or a condemnation award, as applicable, is actually received by Landlord in connection with the Project or the Building Systemsfor such purposes; (xviiivi) depreciationother than any interest charges for capital improvements referred to in Paragraph 6.3 of this Lease, any interest or payments on any financing for the Building, interest and penalties incurred as a result of Landlord’s late payment of any invoice (provided that Tenant pays Tenant’s Expense Share of Property Operating Expenses and Real Property Taxes to Landlord when due as set forth herein), and any bad debt loss, rent loss or reserves for same; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xxvii) overhead costs and profit increment paid to Landlord or to subsidiaries or affiliates of Landlord for goods and/or services relating to in the Premises, the Building and/or the Project Property to the extent that the same exceeds the costs of such services exceed by unaffiliated third parties on a competitive basis; or any costs charged by firms that are not included in Property Operating Expenses representing an amount paid to a person, firm, corporation or other entity related to LandlordLandlord which is in excess of the amount which would have been paid in the absence of such relationship; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiiiviii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring payments under a ground lease or restoring objects of artmaster lease; and (xxvix) property management fees to costs incurred in the extent greater than three percent (3%) investigation and/or remediation of Hazardous Materials which either existed on the annual gross revenues of Property on the BuildingDelivery Date or were brought onto the Property by Landlord, its agents, employee or contractors.

Property Maintenance Costs. The term “"Property Maintenance Costs” means " shall mean Tenant's Project Expense Share of all costs and expenses (except Landlord’s 's Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with the ownership, management, maintenance, repair, operation or preservation of the Project, preserving the Project Buildings or the Outside Areas now and in subsequent yearsall parts thereof, including without limitation, (ai) market rate professional management fees of two and expensesone half percent (2.5%) of all gross income from the Project, (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4Article 6, which are so amortized during the Lease Term, and (c) the costs of complying with governmental regulations governing Hazardous Materials, subject to Section 4.12.7, (diii) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the Project, the Project Buildings or the Outside Areas, such as painting, cleaning, repairing, replacing, and resurfacing the exterior of the Project Buildings (including roofs); repairing, replacing, repairing and resurfacing paved areas; repairing structural parts of the Project Buildings; cleaning, maintaining, restoring and/or replacing the interior of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining all landscaped areas; (e) repairing and replacing, when necessary, electrical, plumbing, heating, ventilating and air conditioning systems serving the rental or acquisition costs Building, provided that the cost of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) improvement shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such item, improvement and such amortized costs the amortizing portion of the cost shall be included in Property Maintenance Costs. Notwithstanding the foregoing provisions of this Paragraph 13.12(c), the following are specifically excluded from the definition of Property Maintenance Costs only and Tenant shall have no obligation to pay directly or reimburse Landlord for that all or any portion of the useful life of the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in the year in which it was incurred. Property Maintenance Costs shall not include: (i) costs of installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (following except to the extent Tenant is required to pay such franchise taxes any of the foregoing are caused by the actions or income taxes in lieu inactions of all Tenant, or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of from the failure of the Project Building Tenant to comply with Requirements that are applicable to a Project Building as the terms of the Lease Commencement DateLease: the costs of repairing and/or replacing the foundation, the roof structure and the load-bearing and exterior walls of the Building; the costs incurred (xiiless costs of recovery) legalfor any repair or replacement to the extent such costs are actually paid by an original manufacturer's, auditingmaterialmen's or vendors warranty; any depreciation on the Property; costs, consulting including legal fees and professional fees incurred by Landlord in connection with collecting delinquent rentsspace planners' fees, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation original construction or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) Building, the wages leasing of any asset managers, leasing agents, officers, directorsthe Building, or executives improving space for other tenants in the Building; costs incurred with the sale, financing, refinancing, mortgaging, selling or change of Landlord that are above the rank ownership of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such or any portion thereof, including brokerage commissions, consultants' fees, attorneys' fees and accountants' fees, closing costs, title insurance premiums, transfer taxes and interest charges; costs are appropriately allocated between for which Landlord is reimbursed by any tenant of the Project and the other responsibilities of or by its insurance carrier or any tenant's carrier; any bad debt loss or reserves for bad debts loss provided such employeebad debt loss is not caused by Tenant; costs, (xv) fines, fines or penalties and interest incurred by Landlord for late payment due to violation by Landlord or violations any governmental rule or authority except to the extent such compliance is assumed by Tenant pursuant to the terms of Applicable Lawsthis Lease; (xvi) costs incurred to testany costs, survey, cleanup, contain, axxxx, remove, fees or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs penalties incurred in connection with disputes with other tenants; expenses directly resulting from the prudent operation gross negligence of Landlord, its agents, servants or employees, costs arising from Landlord's charitable or political contributions and maintenance any wages, salaries or other compensation paid to any executive employees above the grade of property manager or engineer. Notwithstanding the foregoing provisions of this Paragraph 13.12(c), the following are specifically excluded from the definition of Property Maintenance Costs and Tenant shall have no obligation to pay directly or reimburse Landlord for all or any portion of the following except to the extent any of the foregoing are caused by the actions or inactions of Tenant, or result from the failure of Tenant to comply with the terms of the Lease: (a) costs associated with any monitoring, removal, remediation or otherwise related to any Hazard Materials existing on the Leased Premises prior to the Lease Commencement Date, or (2) costs to repair any damage caused by the gross negligence or willful misconduct of Landlord or its agents. If any of the Property Maintenance Costs are partly based upon property unrelated to the Property (e.g., another portion of the Project), such as monitoring air quality, and the costs described in clause (c) above); (xvii) costs then only that part of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than Property Maintenance Costs that furnished to Tenant, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating is fairly allocable to the Premises, Property shall be included in the Building and/or the Project to the extent that the costs definition of such services exceed competitive costs charged by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the BuildingProperty Maintenance Costs hereunder.

Property Maintenance Costs. The term “"Property Maintenance Costs” means " shall mean Tenant's Expense Share of all costs and expenses (except Landlord’s 's Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) market rate professional management fees and expenses(not to exceed 3% of gross rent), (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4Article 6, which are so amortized during the Lease Term, and (c) the costs of complying with governmental regulations governing Hazardous Materials, subject to Section 4.12.7, (diii) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the Project, the Project Buildings or the Outside AreasProperty, such as painting, cleaning, repairing, replacing, repairing and resurfacing the exterior surfaces of the Project Buildings Building (including roofs); repairing, replacing, repairing and resurfacing paved areas; , repairing and replacing structural parts of the Project Buildings; cleaning, maintaining, restoring and/or replacing the interior of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, treesBuilding, and shrubs; maintaining all landscaped areas; (e) repairing and replacing, when necessary, electrical, plumbing, heating, ventilating and air conditioning systems serving the rental or acquisition costs of suppliesBuilding, toolsand common elements such as elevators, materials stair xxxxx, and equipment used lobbies. In the event in connection with any year the operationBuilding is less than 95% occupied, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that shall be adjusted to reflect a 95% occupancy level. To the extent any of the foregoing items described constitute capital expenditures as determined in accordance with sound real estate repairs or replacements under generally accepted accounting and management principles consistent with those generally utilized in Comparable Buildings (collectivelyprinciples, “Included Capital Items”) consistently applied, then only the amortizing portion of such capital repairs or replacements shall constitute Property Maintenance Costs; such amortization shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such item, and such amortized costs shall be included in Property Maintenance Costs only for that portion of the useful life of the Included Capital Item which falls within applicable repair or replacement, and shall employ a per annum interest rate equal to Xxxxx Prime Plus Two, and only the Term, unless the amortizing portion of such cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed included in Additional Rent on a monthly basis. Notwithstanding the year in which it was incurred. foregoing provisions of this Paragraph 13.12(c), the following are specifically excluded from the definition of Property Maintenance Costs and Tenant shall not includehave no obligation to pay directly or reimburse Landlord for all or any portion of the following except to the extent any of the following are caused by the actions or inactions of Tenant, or result from the failure of Tenant to comply with the terms of this Lease: (i) costs of installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest legal and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner auditing fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (except to the extent Tenant is required to pay such franchise taxes or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those fees reasonably incurred in connection with the preparation maintenance and operation of statements required pursuant to Section 3.3all or any portion the Building), as well as in connection with the negotiation or enforcement of leasesleasing commissions, financingsadvertising expenses, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance original leasing of the Project, such as monitoring air quality, and Property or future re-leasing of any portion of the costs described in clause (c) above)Building; (xviiii) depreciation of the Building or any other improvements situated within the Project; (iii) any items for which Landlord is actually reimbursed by insurance or by direct reimbursement by Tenant or any other party; (iv) costs of repairs and maintenance covered under or other work necessitated by fire, windstorm or other casualty (excluding any warranties held deductibles) and/or costs of repair or other work necessitated by the exercise of the right of eminent domain to the extent insurance proceeds or a condemnation award, as applicable, is actually received by Landlord in connection with the Project or the Building Systemsfor such purposes; (xviiiv) depreciationother than any interest charges for capital improvements referred to in Paragraph 6.3 of this Lease, any interest or payments on any financing for the Building, interest and penalties incurred as a result of Landlord's late payment of any invoice (provided that Tenant pays Tenant's Expense Share of Property Operating Expenses and Real Property Taxes to Landlord when due as set forth herein), and any bad debt loss, rent loss or reserves for same; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xxvi) overhead costs and profit increment paid to Landlord or to subsidiaries or affiliates of Landlord for goods and/or services relating to the Premises, the Building and/or in the Project to the extent that the same exceeds the costs of such services exceed by unaffiliated third parties on a competitive basis; or any costs charged by firms that are not included in Property Operating Expenses representing an amount paid to a person, firm, corporation or other entity related to LandlordLandlord which is in excess of the amount which would have been paid in the absence of such relationship; (xxivii) contributions to operating expense reservesany payments under a ground lease or master lease; (xxiiviii) contributions to charitable organizationscosts incurred in the investigation and/or remediation of Hazardous Materials which were brought onto the Property by Landlord, its agents, employees or contractors; (xxiiiix) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any the cost of acquiringproviding tenant improvements for any other tenants in other space in the Building, installing(ii) maintenance, movingrepairs or replacements necessitated by the gross negligence or willful misconduct of Landlord, insuring its agents, servants or restoring objects employees, (iii) the cost of art; and (xxv) property management fees any repair to remedy damage caused by or resulting from the negligence of any other tenants in the Building to the extent greater than three percent chargeable to such tenants by the terms of their leases, and (3%iv) of the annual gross revenues of the Buildingreserves for anticipated future maintenance, repair or replacement expenses.

Property Maintenance Costs. The term “"Property Maintenance Costs” means " shall mean all costs and expenses (except Landlord’s 's Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) professional management fees and expenses(equal to three percent of the annualized Base Monthly Rent), (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements as set forth in Section 6.4Article 6, which are so amortized during the Leave Term, (ciii) the costs of complying with governmental regulations governing Tenant's use of Hazardous Materials, subject and Landlord's costs of monitoring Tenant's use of Hazardous Materials including fees charged by Landlord's consultants to Section 4.12.7periodically inspect the Premises and the Property, and (div) such other costs as may be paid or incurred with respect to operating, maintaining and preserving the Project, the Project Buildings or the Outside AreasProperty, such as painting, cleaning, repairing, replacing, and resurfacing the exterior surfaces of the Project Buildings buildings (including roofs); repairing, repairing replacing, and resurfacing paved areas; repairing structural parts of the Project Buildings; , cleaning, maintaining, restoring and/or replacing the interior of the Premises; Leased Premises both during the term of the Lease and upon its termination, and maintaining, repairingrepairing or replacing, installing or replacing Building Systems; when necessary electrical, plumbing, sewer, drainage, heating, ventilating and air conditioning systems serving the buildings, providing utilities to the Outside Areas; maintainingcommon areas, repairingmaintenance, replacing repair, replacement or installing installation of lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining , materials, maintenance of all landscaped areas; (e) the rental or acquisition , and depreciation and financing costs of supplies, tools, materials on maintenance and operating machinery and equipment used in connection with the operation, maintenance, management (if owned) and repair of the Project; rental paid for such machinery and equipment (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such item, and such amortized costs shall be included in Property Maintenance Costs only for that portion of the useful life of the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in the year in which it was incurred. Property Maintenance Costs shall not include: (i) costs of installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Itemsif leased); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (except to the extent Tenant is required to pay such franchise taxes or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (c) above); (xvii) costs of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to the Premises, the Building and/or the Project to the extent that the costs of such services exceed competitive costs charged by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the Building.

Property Maintenance Costs. The term “"Property Maintenance Costs” means " shall mean all costs and expenses (except Landlord’s 's Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) market rate professional management fees and expensesnot to exceed 3% of gross revenues (provided that gross revenues not include such property management fees) from the Property, (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4Article 6, which are so amortized during the Lease Term, and (c) the costs of complying with governmental regulations governing Hazardous Materials, subject to Section 4.12.7, (diii) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the Project, the Project Buildings or the Outside AreasProperty, such as painting, cleaning, repairing, replacing, repairing and resurfacing the exterior surfaces of the Project Buildings Building (including roofs); repairing, replacing, repairing and resurfacing paved areas; , repairing and replacing structural parts of the Project Buildings; cleaningBuilding, maintainingand repairing and replacing, restoring and/or replacing when necessary, electrical, plumbing, heating, ventilating and air conditioning systems serving the interior Building. If any Property Maintenance Costs are partly attributable to a portion of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities Property unrelated to the Outside Areas; maintainingLeased Premises, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining all landscaped areas; (e) the rental or acquisition costs then only that part of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any such Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings is fairly allocable to the Leased Premises (collectively, “Included Capital Items”including allocable portions of the Property) shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over included within the estimated useful life meaning of such item, and such amortized costs shall be included in the term "Property Maintenance Costs only for that Costs." Notwithstanding the foregoing, "Property Maintenance Costs" shall not include and Tenant shall in no event have any obligation to perform or to pay directly, or to reimburse Landlord for, all or any portion of the useful life of the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in the year in which it was incurred. Property Maintenance Costs shall not includefollowing: (i) costs of installing leasehold improvements for prospective tenants or occupants of the Project, which Landlord has received reimbursement from others; (ii) interest and principal payments on mortgages depreciation, amortization or any other debt costs expense reserves (except as provided above with regard to Included Capital Itemswhen such reserves are actually expended for Property Maintenance Costs); (iii) rental mortgages, interest, charges and fees incurred on debt, payments on any mortgages and rent under ground lease of the Projectleases; or (iv) real estate brokers’ leasing commissions; costs (vincluding from disputes) legal fees, space planner fees and advertising expenses incurred with regard to for the leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (except to the extent Tenant is required to pay such franchise taxes or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building Property to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (c) above); (xvii) costs of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to the Premises, the Building and/or the Project to the extent that the costs of such services exceed competitive costs charged by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the Buildingtenants.

Property Maintenance Costs. The term “"Property Maintenance Costs” means " shall mean Tenant's Expense Share of all costs and expenses (except Landlord’s 's Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) market rate professional management fees and expensesfees, (bii) the any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4Article 6, which are so amortized during the Lease Term, and (c) the costs of complying with governmental regulations governing Hazardous Materials, subject to Section 4.12.7, (diii) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the Project, the Project Buildings or the Outside AreasProperty, such as painting, cleaning, repairing, replacing, repairing and resurfacing the exterior surfaces of the Project Buildings Building (including roofs); repairing, replacing, repairing and resurfacing paved areas; , repairing and replacing structural parts of the Project Buildings; cleaning, maintaining, restoring and/or replacing the interior of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, treesBuilding, and shrubsrepairing and replacing, when necessary, electrical, plumbing, heating, ventilating and air conditioning systems serving the Building; maintaining all landscaped areas; (e) with respect to any items that are capital in nature, the rental or acquisition costs cost of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) shall such items will be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such itemitems. Notwithstanding anything in this paragraph to the contrary, Tenant will not be responsible for capital costs associated with the foundation , structural exterior walls or structural roof elements of the Building (excepting capital costs associated with the non-structural roof elements, heating, ventilation, air conditioning, the parking lot and landscaping) unless the cost was incurred as a result of Tenant's activities or alterations. Notwithstanding anything to the contrary contained in this Lease, in no event shall Tenant have any obligation to perform, to pay directly, or to reimburse Landlord for, all or any portion of the following repairs, maintenance, improvements, replacements, premiums, claims, losses, fees, commissions, charges, disbursements, attorneys' fees, experts' fees, costs and expenses (collectively, "Costs"): (i) Costs occasioned by the act, omission or violation of law by Landlord, any other occupant of the Building, or their respective agents, employees or contractors, or Costs to correct any construction defect in the Leased Premises or the Building; (ii) Costs occasioned by fire, acts of God or other casualties (but only to the extent that Landlord receives insurance proceeds to cover such amortized costs shall be included in losses provided that, to the extent that Landlord seeks to recover the deductible portion of an insured loss as a portion of Property Maintenance Costs Costs, Landlord may only for that recover an amortized portion of such amount, as amortized at 12% over the useful life of the Included Capital Item which falls within restored, replaced or rebuilt item) or by the Term, unless the cost exercise of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in the year in which it was incurred. Property Maintenance Costs shall not include: (i) costs power of installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items)eminent domain; (iii) rental payments on any ground lease Costs which would properly be capitalized under generally accepted accounting principles and which relate to repairs, alterations, improvements, replacements, equipment and tools except to the extent that Tenant's share of such Costs is amortized at 12% over the useful life of the Projectcapital improvement in question in accordance with generally accepted accounting principles; (iv) real estate brokers’ leasing commissionsCosts which Tenant pays directly to a third person; (v) legal fees, space planner fees Costs (A) arising from the mutually disproportionate use of any utility or service supplied by Landlord to any other occupant of the Building; or (B) associated with utilities and advertising expenses incurred with regard services of a type not provided to leasing the Project or portions thereofTenant; (vi) Costs incurred in connection with negotiations or disputes with other occupant(s) of the Building or their agents, employees, contractors or invitees, and Costs arising from the violation by Landlord or any cost occupant of the Building (other than Tenant) of the terms and conditions of any lease or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rentother agreement; (vii) depreciation, amortization or depreciation other expense reserves (except on any Included Capital Itemsas otherwise permitted under this Lease); , or (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (Costs related to Hazardous Materials, except to the extent Tenant the Cost is required to pay such franchise taxes caused by the storage, use or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result disposal of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legalHazardous Material in question by Tenant, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing its agents, officers, directors, contractors or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (c) above); (xvii) costs of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to the Premises, the Building and/or the Project to the extent that the costs of such services exceed competitive costs charged by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the Buildinginvitees.

Property Maintenance Costs. The term “Property Maintenance Costs” means shall mean Tenant’s Expense Share of all costs and expenses (except Landlord’s Insurance Costs and Real Property Taxes) of every kind actually paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (a) professional management fees and expenses, (bi) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4Article 6, which are so amortized during the Lease Term, (cii) the costs of complying with governmental regulations governing Hazardous Materialsemployee shuttles and other transportation management efforts, subject to Section 4.12.7, and (diii) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the Project, the Project Buildings or the Outside AreasProperty, such as painting, cleaning, repairing, replacing, repairing and resurfacing the exterior surfaces of the Project Buildings Building (including roofs); repairing, replacing, repairing and resurfacing paved areas; , repairing and replacing structural parts of the Project Buildings; cleaningBuilding, maintainingand repairing and replacing, restoring and/or replacing when necessary, electrical, plumbing, and HVAC systems serving the interior Building. Any of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities foregoing which are capital expenditures will be subject to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining all landscaped areas; (eterms of Section 5.1(b) the rental or acquisition costs of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such item, and such amortized costs shall be included in Property Maintenance Costs only for that portion of the useful life of the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in the year in which it was incurredabove. Property Maintenance Costs shall not includeinclude and Tenant shall have no obligation to pay directly or reimburse Landlord for all or any portion of the following except to the extent any of the following are caused by the actions or inactions of Tenant, or result from the failure of Tenant to comply with the terms of this Lease: (i) costs incurred because Landlord actually violated the terms and conditions of installing leasehold improvements this Lease or any other lease for prospective tenants or occupants of premises within the ProjectProperty, if any; (ii) interest legal and principal payments on mortgages auditing fees (other than those fees reasonably incurred in connection with the maintenance and operation of all or any portion the Building), leasing commissions, advertising expenses, and other debt costs (except as provided above incurred in connection with regard to Included Capital Items)the original leasing of the Property or future re-leasing of any portion of the Building; (iii) rental payments on depreciation of the Building or any ground lease of other improvements situated within the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure items for which Landlord is reimbursed, actually reimbursed by insurance proceeds or otherwise, except by Additional Rentdirect reimbursement by Tenant or any other party; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (except to the extent Tenant is required to pay such franchise taxes or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xiv) costs of repairs or alterations to a Project Building which are required as a result other work necessitated by fire, windstorm or other casualty (excluding any deductibles) and/or costs of repair or other work necessitated by the exercise of the failure right of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Dateeminent domain; (xiivi) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits property management fees; (vii) costs due to the presence of Hazardous Materials on or about the Property other than those incurred in connection with the preparation of statements required for which Tenant is responsible pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Projectthis Lease; and (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (c) above); (xvii) costs of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xxviii) overhead costs and profit increment paid to Landlord or to subsidiaries or affiliates of Landlord for goods and/or services relating to the Premises, the Building and/or in the Project to the extent that the same exceeds the costs of such services exceed by unaffiliated third parties on a competitive basis; or any costs charged by firms that are not included in Property Operating Expenses representing an amount paid to a person, firm, corporation or other entity related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) which is in excess of the annual gross revenues amount which would have been paid in the absence of the Buildingsuch relationship.

Property Maintenance Costs. The term “"Property Maintenance Costs” means " shall mean all costs and expenses (except Landlord’s 's Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) market rate professional management fees and expensesfees, (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4Article 6, which are so amortized during the Lease Term, and (c) the costs of complying with governmental regulations governing Hazardous Materials, subject to Section 4.12.7, (diii) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the Project, the Project Buildings or the Outside AreasProperty, such as painting, cleaning, repairing, replacing, repairing and resurfacing the exterior surfaces of the Project Buildings Building (including roofs); repairing, replacing, repairing and resurfacing paved areas; , repairing and replacing structural parts of the Project Buildings; cleaningBuilding, maintainingand repairing and replacing, restoring and/or replacing when necessary, electrical, plumbing, heating, ventilating and air conditioning systems serving the interior of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities Building. Notwithstanding anything to the Outside Areas; maintainingcontrary contained in this Lease, repairing"Property Maintenance Costs" shall not include costs incurred to investigate, replacing monitor, remove, remediate or installing lighting fixturesotherwise remedy the presence of any Excluded Hazardous Materials. In addition, directional or other signs and signalsany capital expenditure made during the term of this Lease (as it may be extended), irrigation or drainage systemssuch as, treeswithout limitation, and shrubs; maintaining all landscaped areas; (e) the rental or acquisition costs of supplies, tools, materials and equipment used capital expenditures in connection with the operationBuilding's roof, maintenanceHVAC system, management and repair plumbing, electrical system, parking lot, landscaping, life safety systems or the Building's structure (unless such capital expenditure is made necessary as a result of Tenant's act or omission or as a result of Tenant's particular use of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”Leased Premises) shall be paid for by Landlord and amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such item, and such amortized costs shall be included in Property Maintenance Costs only for that portion of the useful life of the Included Capital Item which falls within capital improvements in accordance with generally accepted accounting principles, and Tenant shall pay Tenant's Share of such amortized costs to Landlord on a money basis during the Term, unless the cost remainder of the Included Capital Item is less than Twenty Five Thousand Dollars Term ($25,000) in which case it shall be expensed in the year in which it was incurred. Property Maintenance Costs shall not include: (i) costs of installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Itemsextended); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (except to the extent Tenant is required to pay such franchise taxes or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (c) above); (xvii) costs of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to the Premises, the Building and/or the Project to the extent that the costs of such services exceed competitive costs charged by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the Building.

Property Maintenance Costs. The term “Property Maintenance Costs” means shall mean Tenant’s Expense Share of all costs and expenses (except Landlord’s Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) market rate professional management fees and expensesin the amount of 3% of gross rent received by Landlord, (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4Article 6, which are so amortized during the Lease Term, and (c) the costs of complying with governmental regulations governing Hazardous Materials, subject to Section 4.12.7, (diii) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the Project, the Project Buildings or the Outside AreasProperty, such as painting, cleaning, repairing, replacing, repairing and resurfacing the exterior surfaces of the Project Buildings Building (including roofs); repairing, replacing, repairing and resurfacing paved areas; , repairing and replacing structural parts of the Project Buildings; cleaningBuilding, maintainingand repairing and replacing, restoring and/or replacing when necessary, electrical, plumbing, heating, ventilating and air conditioning systems serving the interior Building. To the extent any of the Premises; maintainingforegoing items described in clause (iii) constitute capital repairs or replacements under generally accepted accounting principles, repairingconsistently applied, installing then only the amortizing portion of such capital repairs or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining all landscaped areas; (e) the rental or acquisition costs of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any replacements shall constitute Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) Costs; such amortization shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such item, and such amortized costs shall be included in Property Maintenance Costs only for that portion of the useful life of the Included Capital Item which falls within applicable repair or replacement, and shall employ an interest rate equal to the Termsum of that rate quoted by Xxxxx Fargo Bank, unless N.T. & S.A. from time to time as its prime rate, plus two percent (2%). Notwithstanding the cost foregoing provisions of this Paragraph 13.12(c), the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in following are specifically excluded from the year in which it was incurred. definition of Property Maintenance Costs and Tenant shall not include: (i) costs of installing leasehold improvements have no obligation to pay directly or reimburse Landlord for prospective tenants all or occupants any portion of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (following except to the extent Tenant is required to pay such franchise taxes any of the following are caused by the actions or income taxes in lieu inactions of all Tenant, or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of from the failure of the Project Building Tenant to comply with Requirements that are applicable to a Project Building as the terms of the Lease Commencement Date; this Lease: (xiia) legal, auditing, consulting legal and professional auditing fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those fees reasonably incurred in connection with the preparation maintenance and operation of statements required pursuant to Section 3.3all or any portion the Building), as well as in connection with the negotiation or enforcement of leasesleasing commissions, financingsadvertising expenses, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance original leasing of the Property or future re-leasing of any portion of the Building; (b) depreciation of the Building or any other improvements situated within the Project, such as monitoring air quality, and the costs described in clause ; (c) above)any items for which Landlord is actually reimbursed by insurance or by direct reimbursement by Tenant or any other party; (xviid) costs of repairs and maintenance covered under or other work necessitated by fire, windstorm or other casualty (excluding any warranties held deductibles) and/or costs of repair or other work necessitated by the exercise of the right of eminent domain to the extent insurance proceeds or a condemnation award, as applicable, is actually received by Landlord in connection with the Project or the Building Systemsfor such purposes; (xviiie) depreciationany payments under a ground lease or master lease; (xixf) costs the wages and expenses benefits of any item employee who does not devote substantially all of his or service which Landlord provides selectively her employed time to one the Property unless such wages and benefits are prorated to reflect time spent on operating and managing the Property vis-à-vis time spent on matters unrelated to operating and managing the Property; (g) wages and/or benefits attributable to personnel above the level of property manager or more property engineer shall not be included; (h) political and charitable contributions by Landlord; (h) principal and interest payments on any debt secured by the Property; (i) the costs of tenant improvements made for other tenants of the Project other than Property; (j) any expense resulting from the Tenant gross negligence of Landlord, its agents or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenantemployees, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to the Premisesor, the Building and/or the Project to the extent that Landlord is entitled to reimbursement for such costs, to remedy damage caused by or resulting from the gross negligence of any tenants in the Project, including their agents and employees; and (k) costs associated with the operation of the business of the entity which constitutes Landlord, as the same are distinguished from the costs of such services exceed competitive costs charged by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) operation of the annual gross revenues of the BuildingProperty.

Property Maintenance Costs. The term “Property Maintenance Costs” means shall mean Tenant’s Expense Share of all costs and expenses (except Landlord’s Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (a) professional management fees and expenses, (bi) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements which are required to be capitalized for income tax purposes in accordance with generally accepted accounting principles, which shall be amortized over the useful life of such item, as set forth reasonably determined by Landlord, and such amortizing portion including in Section 6.4Property Maintenance Costs on annual basis during the Lease Term, and (c) the costs of complying with governmental regulations governing Hazardous Materials, subject to Section 4.12.7, (dii) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the Project, the Project Buildings or the Outside AreasProperty, such as painting, cleaning, repairing, replacing, repairing and resurfacing the exterior surfaces of the Project Buildings Building (including roofs); repairing, replacing, repairs and resurfacing paved areas; , repairing and replacing structural parts of the Project Buildings; cleaning, maintaining, restoring and/or replacing the interior of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, treesBuilding, and shrubs; maintaining all landscaped areas; repairing and replacing, when necessary, electrical, plumbing, heating, ventilating and air conditions systems serving the Building, (e) the rental or acquisition which costs of suppliesshall be amortized, toolsif appropriate, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting the above provisions). Notwithstanding the foregoing “Property Maintenance Costs” shall not include and management principles consistent with those generally utilized in Comparable Buildings (collectivelyTenant shall have no obligation to pay directly, “Included Capital Items”) shall be amortized by or to reimburse Landlord, together with an amount equal to interest at eight percent for: (8%a) per annum, over costs occasioned by casualties or by the estimated useful life of such item, and such amortized costs shall be included in Property Maintenance Costs only for that portion exercise of the useful life power of the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars eminent domain; ($25,000b) in which case it shall be expensed costs to correct any construction defect in the year in which it was incurred. Property Maintenance Costs shall not include: or to comply with any covenant, condition, restriction, underwriter’s requirement or Law (iincluding ADA and seismic) costs of installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (except to the extent Tenant is required to pay such franchise taxes or income taxes in lieu of all or any part of Real Property Taxes as set forth in the same are Tenant’s responsibility under Section 1.1.32)6.3; (ixc) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those Costs incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages presence of any asset managersHazardous Material, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (c) above); (xvii) costs of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to the Premises, the Building and/or the Project to the extent that caused by the costs release or emission of such services exceed competitive costs charged the Hazardous Material in question by firms that are not related to LandlordTenant; (xxid) contributions to operating interest, charges and fees incurred on debt; (e) expense reserves; (xxiif) contributions Costs which could properly be capitalized under generally accepted accounting principles, except to charitable organizations; the extent amortized as set forth in subpart (xxiiiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of artabove; and (xxvg) property management fees fees. In the event a Property Maintenance Cost relates solely to the extent greater than three percent (3%) Building or the Outside Area and not to any other portion of the annual gross revenues Property, then Tenant’s Expense Share with respect to such Property Maintenance Cost shall be deemed to be the percentage obtained by dividing the rentable square footage of the BuildingLeased Premises at the time of calculation by the rentable square footage of the Building at the time of calculation. In the event the rentable square footage of the Leased Premises or the Building is changed, Tenant’s Expense Share shall be recalculated so that the aggregate deemed Tenant’s Expense Share of all tenants in the Building shall equal 100%.

Property Maintenance Costs. The term “"Property Maintenance Costs” means " shall mean Tenant's Property Share of all costs and expenses (except Landlord’s 's Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) market rate professional management fees and expensesof no more than two percent (2%) of Base Monthly Rent, (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4Article 6, which are so amortized during the Lease Term, (ciii) any and all on-going operation or maintenance costs imposed on the costs of complying with governmental regulations governing Hazardous MaterialsProperty by or through any development agreement, subject use permit, site development agreement, traffic mitigation plan, entitlement, or Private Restrictions (including but not limited to Section 4.12.7shuttle and emergency transportation), and (div) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the ProjectProperty, the Project Buildings or the Outside Areas, such as painting, cleaning, repairing, replacing, and resurfacing the exterior of the Project Buildings (including roofs); repairing, replacing, repairing and resurfacing paved areas; repairing structural parts of the Project Buildings; cleaning, maintaining, restoring and/or replacing the interior of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining all landscaped areas; (e) repairing and replacing, when necessary, electrical, plumbing, heating, ventilating and air conditioning systems serving the rental or acquisition costs Building, provided that the cost of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) improvement shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such item, improvement and such amortized costs the amortizing portion of the cost shall be included in Property Maintenance Costs. If any costs and expenses are partly based upon property or rents unrelated to the Property, then only that part of such Property Maintenance Costs only that is fairly allocable to the Property shall be included within the meaning of the terms "Property Maintenance Costs." Notwithstanding the foregoing provisions of this Section 13.12(c), the following are specifically excluded from the definition of Property Maintenance Costs and Tenant shall have no obligation to pay directly or reimburse Landlord for that all or any portion of the useful life of the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in the year in which it was incurred. Property Maintenance Costs shall not include: (i) costs of installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (following except to the extent any of the foregoing are caused by the actions or inactions of Tenant, or result from the failure of Tenant is required to pay such franchise taxes comply with the terms of the Lease: (a) costs of development or income taxes in lieu of all construction on the Property (other than on-going operation or any part of Real Property Taxes maintenance costs as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (ciii) above); (xviib) the costs to repair or replace the structural portions of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systemsor other buildings on the Property, including, without limitation, the foundation, footings, roof structure, roof screens, roof screen penetrations, and load bearing and exterior walls of the Building or any other building located on the Property; (xviiic) depreciation, amortization or other expense reserves; (xixd) interest, charges and fees incurred on debt, payments on mortgages and rent under ground leases; (e) costs and expenses of any item for which Tenant reimburses Landlord directly or service which Tenant pays directly to a third person or costs for which Landlord provides selectively to one has a right of reimbursement from others; (f) costs occasioned by the active negligence or more tenants willful misconduct of Landlord or any other occupant of the Project Property or violations of Law by Landlord or any other than the Tenant or the cost of any work or service furnished to one or more tenants occupant of the Project to a materially greater extent or in a materially more favorable manner than that furnished to TenantProperty, (xxg) overhead or costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to correct any construction defect in the Leased Premises, the Building and/or or the Project Property; or (h) capital costs incurred to bring the extent that Building or the costs of such services exceed competitive costs charged by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) Property into compliance with the Use Permit, any expenses incurred by Landlord for showsCC&R's, promotionsunderwriter's requirements, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the Building.Laws

Property Maintenance Costs. The term “"Property Maintenance Costs” means " shall mean Tenant's Property Share of all costs and expenses (except Landlord’s 's Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) market rate professional management fees and expensesof no more than two percent (2%) of Base Monthly Rent, (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4ARTICLE 6, which are so amortized during the Lease Term, (ciii) any and all on-going operation or maintenance costs imposed on the costs of complying with governmental regulations governing Hazardous MaterialsProperty by or through any development agreement, subject use permit, site development agreement, traffic mitigation plan, entitlement, or Private Restrictions (including but not limited to Section 4.12.7shuttle and emergency transportation), and (div) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the ProjectProperty, the Project Buildings or the Outside Areas, such as painting, cleaning, repairing, replacing, and resurfacing the exterior of the Project Buildings (including roofs); repairing, replacing, repairing and resurfacing paved areas; repairing structural parts of the Project Buildings; cleaning, maintaining, restoring and/or replacing the interior of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining all landscaped areas; (e) repairing and replacing, when necessary, electrical, plumbing, heating, ventilating and air conditioning systems serving the rental or acquisition costs Building, provided that the cost of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) improvement shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such item, improvement and such amortized costs the amortizing portion of the cost shall be included in Property Maintenance Costs. If any costs and expenses are partly based upon property or rents unrelated to the Property, then only that part of such Property Maintenance Costs only that is fairly allocable to the Property shall be included within the meaning of the terms "Property Maintenance Costs." Notwithstanding the foregoing provisions of this Section 13.12(c), the following are specifically excluded from the definition of Property Maintenance Costs and Tenant shall have no obligation to pay directly or reimburse Landlord for that all or any portion of the useful life of the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in the year in which it was incurred. Property Maintenance Costs shall not include: (i) costs of installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (following except to the extent any of the foregoing are caused by the actions or inactions of Tenant, or result from the failure of Tenant is required to pay such franchise taxes comply with the terms of the Lease: (a) costs of development or income taxes in lieu of all construction on the Property (other than on-going operation or any part of Real Property Taxes maintenance costs as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (ciii) above); (xviib) the costs to repair or replace the structural portions of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systemsor other buildings on the Property, including, without limitation, the foundation, footings, roof structure, roof screens, roof screen penetrations, and load bearing and exterior walls of the Building or any other building located on the Property; (xviiic) depreciation, amortization or other expense reserves; (xixd) interest, charges and fees incurred on debt, payments on mortgages and rent under ground leases; (e) costs and expenses of any item for which Tenant reimburses Landlord directly or service which Tenant pays directly to a third person or costs for which Landlord provides selectively to one has a right of reimbursement from others; (f) costs occasioned by the active negligence or more tenants willful misconduct of Landlord or any other occupant of the Project Property or violations of Law by Landlord or any other than the Tenant or the cost of any work or service furnished to one or more tenants occupant of the Project to a materially greater extent or in a materially more favorable manner than that furnished to TenantProperty, (xxg) overhead or costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to correct any construction defect in the Leased Premises, the Building and/or or the Project Property; or (h) capital costs incurred to bring the Building or the Property into compliance with the Use Permit, any CC&R's, underwriter's requirements, or Laws applicable to the extent that Leased Premises, the costs of such services exceed competitive costs charged by firms that are not related to Landlord; Building or the Property at the time the building permit for the Base Building (xxias defined in the Work Letter) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the Buildingis issued.

Property Maintenance Costs. The term “"Property Maintenance Costs” means " shall mean all costs and expenses (except Landlord’s 's Insurance Costs and Real Property Taxes) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) market rate professional management fees and expensesof no more than five percent (5%) of Base Monthly Rent, (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Section 6.4Article 6, which are so amortized during the Lease Term, (ciii) any and all on-going operation or maintenance costs imposed on the costs of complying with governmental regulations governing Hazardous MaterialsProperty by or through any development agreement, subject use permit, site development agreement, traffic mitigation plan, entitlement, or Private Restrictions (including but not limited to Section 4.12.7shuttle and emergency transportation), (div) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the ProjectProperty, the Project Buildings or the Outside Areas, such as painting, cleaning, repairing, replacing, and resurfacing the exterior of the Project Buildings (including roofs); repairing, replacing, repairing and resurfacing paved areas; repairing structural parts of the Project Buildings; cleaning, maintaining, restoring and/or replacing the interior of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining all landscaped areas; (e) repairing and replacing, when necessary, electrical, plumbing, heating, ventilating and air conditioning systems serving the rental or acquisition costs Building, provided that the cost of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Project. Any Property Maintenance Costs that constitute capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) improvement shall be amortized by Landlord, together with an amount equal to interest at eight percent (8%) per annum, over the estimated useful life of such item, improvement and such amortized costs the amortizing portion of the cost shall be included in Property Maintenance Costs only for that portion of the useful life of the Included Capital Item which falls within the TermCosts, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in the year in which it was incurred. Property Maintenance Costs shall not include: (i) costs of installing leasehold improvements for prospective tenants or occupants of the Project, (ii) interest and principal payments on mortgages or any other debt costs (except as provided above with regard to Included Capital Items); (iii) rental payments on any ground lease of the Project; (iv) real estate brokers’ leasing commissions; (v) legal fees, space planner fees and advertising expenses incurred with regard to leasing the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (except to the extent Tenant is required to pay such franchise taxes or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects an expense reserve in the design or construction amount of a Project Building; (xi) costs of repairs or alterations $300,000 in the Base Year, subject to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (c) above); (xvii) costs of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to the Premises, the Building and/or the Project to the extent that the costs of such services exceed competitive costs charged by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) annual increase for subsequent years. If any costs and expenses are partly based upon property or rents unrelated to the Property, then only that part of such Property Maintenance Costs that is fairly allocable to the Property shall be included within the meaning of the annual gross revenues terms "Property Maintenance Costs." Notwithstanding the foregoing provisions of this Section 13.12(c), the following are specifically excluded from the definition of Property Maintenance Costs and Tenant shall have no obligation to pay directly or reimburse Landlord for all or any portion of the Buildingfollowing except to the extent any of the foregoing are caused by the actions or inaction of Tenant, or result from the failure of Tenant to comply with the terms of the Lease: (a) costs of development or construction on the Property (other than 27. on-going operation or maintenance costs as set forth in (iii) above); (b) the costs to repair or replace the structural portions of the Building or other buildings on the Property, including, without limitation, the foundation, footings, roof structure, roof screens, roof screen penetrations, and load bearing and exterior walls of the Building or any other building located on the Property; (c) depreciation, or amortization; (d) interest, charges and fees incurred on debt, payments on mortgages and rent under ground leases; (e) costs and expenses for which Tenant reimburses Landlord directly or which Tenant pays directly to a third person or costs for which Landlord has a right of reimbursement from others; (f) costs occasioned by the active negligence or willful misconduct of Landlord or any other occupant of the Property or violations of Law by Landlord or any other occupant of the Property, (g) or costs to correct any construction defect in the Leased Premises, the Building or the Property; or (h) capital costs incurred to bring the Building or the Property into compliance with the Use Permit, any CC&R's, underwriter's requirements, or Laws applicable to the Leased Premises, the Building or the Property at the time the building permit for the Improvements (as defined in the Work Letter) is issued.

Property Maintenance Costs. The term “"Property Maintenance Costs” means " shall mean Tenant's Project Proportionate Share of all costs and expenses (except Landlord’s 's Insurance Costs and Costs, Real Property TaxesTaxes and Building Maintenance Costs) of every kind paid or incurred by Landlord in protecting, operating, maintaining, repairing and nature which Landlord shall pay or become obligated to pay because of or in connection with preserving the ownership, management, maintenance, repair, operation or preservation of the Project, the Project Buildings or the Outside Areas now Property and in subsequent yearsall parts thereof, including without limitation, (ai) market rate professional management fees and expensesfees, (bii) the amortizing portion of any costs incurred by Landlord in the making of any Alterations modifications, alterations or improvements required by any governmental authority as set forth in Article 6, Section 6.44.8, and Section 5.1, which are so amortized during the Lease Term, and (c) the costs of complying with governmental regulations governing Hazardous Materials, subject to Section 4.12.7, (diii) such other costs as may be paid or incurred with respect to operating, maintaining maintaining, and preserving the ProjectProperty, the Project Buildings or the Outside Areas, such as painting, cleaning, repairing, replacing, and resurfacing the exterior of the Project Buildings (including roofs); repairing, replacing, repairing and resurfacing paved areas; repairing structural parts , and any other maintenance and repair Landlord is required to perform under this Lease, provided that Landlord shall recover only the amortizing portion of the Project Buildings; cleaningcosts incurred by Landlord in the making of any modification, maintainingalteration, restoring and/or replacing the interior improvement or repair which is of the Premises; maintaining, repairing, installing or replacing Building Systems; providing utilities to the Outside Areas; maintaining, repairing, replacing or installing lighting fixtures, directional or other signs and signals, irrigation or drainage systems, trees, and shrubs; maintaining all landscaped areas; (e) the rental or acquisition costs of supplies, tools, materials and equipment used in connection with the operation, maintenance, management and repair of the Project; and (f) payments under the REA or any other agreement relating to the sharing of costs for the Projecta capital nature. Any Property Maintenance Costs that constitute modification, alteration, improvement or repair which is of a capital expenditures as determined in accordance with sound real estate accounting and management principles consistent with those generally utilized in Comparable Buildings (collectively, “Included Capital Items”) nature shall be amortized by Landlord, together with an amount equal to interest over its useful life and at eight the rate which is the greater of (i) twelve percent (812%) per annumor (ii) the sum of that rate quoted by Xxxxx Fargo Bank, over N.T. & S.A. from time to time as its prime rate, plus two percent (2%). Notwithstanding the estimated useful life of such itemforegoing, and such amortized costs shall be included in "Property Maintenance Costs only for that Costs" shall not include and Tenant shall in no event have any obligation to perform or to pay directly, or to reimburse Landlord for, all or any portion of the useful life of the Included Capital Item which falls within the Term, unless the cost of the Included Capital Item is less than Twenty Five Thousand Dollars ($25,000) in which case it shall be expensed in the year in which it was incurred. Property Maintenance Costs shall not includefollowing: (i) costs of installing leasehold improvements for prospective tenants or occupants of the Project, which Landlord has received reimbursement from others; (ii) interest and principal payments on mortgages depreciation, amortization or any other debt costs expense reserves (except as provided above with regard to Included Capital Itemswhen such reserves are actually expended for Property Maintenance Costs); (iii) rental mortgages, interest, charges and fees incurred on debt, payments on any mortgages and rent under ground lease of the Projectleases; (iv) real estate brokers’ leasing commissionscosts (including from disputes) for the leasing of the Property to other tenants; or (v) legal fees, space planner fees and advertising expenses incurred with regard capital expenditures completely allocable to leasing buildings on the Project or portions thereof; (vi) any cost or expenditure for which Landlord is reimbursed, by insurance proceeds or otherwise, except by Additional Rent; (vii) amortization or depreciation (except on any Included Capital Items); (viii) Real Property Taxes or any franchise or income taxes imposed upon Landlord (except to the extent Tenant is required to pay such franchise taxes or income taxes in lieu of all or any part of Real Property Taxes as set forth in Section 1.1.32); (ix) Landlord’s Insurance Costs; (x) costs of correcting defects in the design or construction of a Project Building; (xi) costs of repairs or alterations to a Project Building which are required as a result of the failure of the Project Building to comply with Requirements that are applicable to a Project Building as of the Lease Commencement Date; (xii) legal, auditing, consulting and professional fees incurred by Landlord in connection with collecting delinquent rents, preparing tax returns and other financial statements, and audits (other than those incurred in connection with the preparation of statements required pursuant to Section 3.3), as well as in connection with the negotiation or enforcement of leases, financings, refinances, sales, acquisitions, obtaining of permits or approvals, zoning proceedings or actions, environmental permits or actions, disputes with tenants or further development of the Project; (xiii) the wages of any asset managers, leasing agents, officers, directors, or executives of Landlord that are above the rank of senior property manager or the Project’s chief engineer; (xiv) the wages of employees not located at the Project on a full-time basis unless such costs are appropriately allocated between the Project and the other responsibilities of such employee, (xv) fines, penalties and interest incurred by Landlord for late payment by Landlord or violations of Applicable Laws; (xvi) costs incurred to test, survey, cleanup, contain, axxxx, remove, or otherwise remedy Hazardous Materials (except that Property Maintenance Costs shall include costs incurred in connection with the prudent operation and maintenance of the Project, such as monitoring air quality, and the costs described in clause (c) above); (xvii) costs of repairs and maintenance covered under any warranties held by Landlord in connection with the Project or the Building Systems; (xviii) depreciation; (xix) costs and expenses of any item or service which Landlord provides selectively to one or more tenants of the Project other than the Tenant or the cost of any work or service furnished to one or more tenants of the Project to a materially greater extent or in a materially more favorable manner than that furnished to Tenant, (xx) overhead costs and profit increment paid to subsidiaries or affiliates of Landlord for services relating to the Premises, the Building and/or the Project to the extent that the costs of such services exceed competitive costs charged by firms that are not related to Landlord; (xxi) contributions to operating expense reserves; (xxii) contributions to charitable organizations; (xxiii) any expenses incurred by Landlord for shows, promotions, and advertising; (xxiv) any cost of acquiring, installing, moving, insuring or restoring objects of art; and (xxv) property management fees to the extent greater than three percent (3%) of the annual gross revenues of the Building.