Common use of Statement of Actual Direct Expenses and Payment by Tenant Clause in Contracts

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx for such amounts within two (2) years following Landlord’s receipt of the xxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five six (56) months following the end of each Expense Year, a statement (the “"Statement”") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is due at least thirty fifteen (3015) days thereafterafter receipt of such Statement, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately shall, within fifteen (15) days of its receipt of the Statement for such Expense Year, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, Year and which shall indicate the amount of Tenant’s Share of previously paid by Tenant as Estimated Direct Expenses. Notwithstanding the foregoing, Landlord and Tenant hereby acknowledge and agree that the failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of the Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant’s Share of Direct Expenses for such Expense Year exceeds the amount previously paid by Tenant as Estimated Direct Expenses for such Expense Year, Tenant shall immediately pay to Landlord such amount following receipt by Tenant of the Statement setting forth such amount, and if . In the event that a Statement shall indicate that Tenant has paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses in connection with any Expense Year (an “Overage”), Landlord shall, within thirty (30) days, deliver Tenant shall receive a check payable to Tenant credit against the Rent next due under this Lease in the amount of such Overage (or, in the overpaymentevent that this Lease shall have terminated, Tenant shall receive a refund from Landlord in the amount of such Overage). The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term; provided that except with respect to Direct Expenses which were in dispute or which were undeterminable, or which are levied by any governmental authority or by any public utility companies, in no event shall Landlord send to Tenant any notice of additional amounts due under this Article 4 later than twelve (12) after the end of the calendar year during which such expiration or earlier termination shall occur.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general major categories the Building Direct Expenses incurred or accrued for the Base Year or such preceding Expense Year, as applicable, and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses for such Expense Yearthe Excess, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding anything to the contrary in this Lease, including Section 4.4.2, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the expiration of the Lease Year during which Landlord incurs such Direct Expense, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall use commercially reasonable efforts to give to Tenant within five one hundred fifty (5150) months days following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant’s Share of Direct Expenses is greater than the amount of Estimated Direct Expenses previously paid by Tenant shall immediately to Landlord, Tenant shall, within thirty (30) days after receipt of the Statement, pay such -11- HCP XXXXXX XXXXX, LLC [11099 NORTH XXXXXX XXXXX ROAD] [Synthorx Inc.] shortfall to Landlord such amountLandlord, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) daysdays after delivery of the applicable Statement to Tenant, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term, provided that, other than Tax Expenses and costs incurred for utilities, Tenant shall not be responsible for Tenant’s Share of any Operating Expenses which are first billed to Tenant more than eighteen (18) months after the end of the Expense Year to which such Operating Expenses relate.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall use good faith efforts to give to Tenant within five six (56) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx for such amounts within two (2) years following Landlord’s receipt of the xxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five six (56) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterdays, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” ”, as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this LeaseLease or, if Landlord elects, Landlord shall reimburse such overpayment amount to Tenant. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable pay to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct ExpensesExpense Excess (pro-rated as needed if the Lease Term ends or commences part way through the calendar year). Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if a Tenant’s Direct Expense Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of such Tenant’s Share of Direct Expenses Expense Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExpense Excess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses Expense Excess for the Expense Year in which this Lease terminates, if a Tenant’s Direct Expense Excess is present, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExpense Excess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall use commercially reasonable efforts to give to Tenant within five one hundred twenty (5120) months days following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant Xxxxxx has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a bill for such amounts within two (2) years following Xxxxxxxx’s receipt of the bill therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five Within one hundred twenty (5120) months days following the end of each Expense Year, Landlord shall give to Tenant a statement (the “Statement”) which shall state in reasonable detail the Direct Expenses allocated to the tenants of the Building pursuant to Section 4.3.1 above incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amountsExcess, if any. Notwithstanding the foregoing, paid during such Expense Year as “Estimated Direct Expenses,” as Landlord and Tenant hereby acknowledge and agree that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4; provided, however, Landlord shall not be entitled to collect from Tenant any Operating Expenses that are billed to Tenant for the first time more than two (2) years after the Expense Year in which such Operating Expenses arise (provided further that the foregoing waiver shall not apply with respect to, and Tenant shall remain responsible for, any Operating Expenses levied by any governmental authority or any public utility companies at any time following the expiration of the applicable Expense Year which are attributable to such Expense Year so long as Landlord delivers to Tenant any such xxxx for such amounts within the later of (i) two (2) calendar years after the end of a Expense Year or (ii) three (3) months following Landlord’s receipt of the xxxx therefor). Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, at Tenant’s election, with its next installment of Base Rent due or within thirty (30) days of Tenant’s receipt of the Statement, the full amount of the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Excess,” as that term is defined in Section 4.4.2, below. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses allocated to the tenants of the Building pursuant to Section 4.3.1 above for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately pay to Landlord such amount, and if amount within thirty (30) days following receipt by Tenant of the Statement setting forth the Excess. In the event that a Statement shall indicate that Tenant has paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExpenses allocated to the tenants of the Building pursuant to Section 4.3.1 above in connection with any Expense Year or as determined in accordance with the provisions of Section 4.6 below (an “Overage”), Tenant shall receive a credit against the Rent next due under this Lease in the amount of such Overage (or, in the event that this Lease shall have terminated, Tenant shall receive a refund from Landlord shall, in the amount of such Overage within thirty (30) days, deliver a check payable to Tenant in the amount of the overpaymentdays after Landlord delivers such Statement). The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.. 4.4.2

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five Within one hundred twenty (5120) months days following the end of each Expense Year, Landlord shall give to Tenant a statement (the “Statement”) which shall state in reasonable detail the Direct Expenses allocated to the tenants of the Building pursuant to Section 4.3.1 above incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amountsExcess, if any. Notwithstanding the foregoing, paid during such Expense Year as “Estimated Direct Expenses,” as Landlord and Tenant hereby acknowledge and agree that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4; provided, however, Landlord shall not be entitled to collect from Tenant any Operating Expenses that are billed to Tenant for the first time more than two (2) years after the Expense Year in which such Operating Expenses arise (provided further that the foregoing waiver shall not apply with respect to, and Tenant shall remain responsible for, any Operating Expenses levied by any govemmental authority or any public utility companies at any time following the expiration of the applicable Expense Year which are attributable to such Expense Year so long as Landlord delivers to Tenant any such xxxx for such amounts within the later of (i) two (2) calendar years after the end of a Expense Year or (ii) three (3) months following Landlord’s receipt of the xxxx therefor). Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, at Tenant’s election, with its next installment of Base Rent due or within thirty (30) days of Tenant’s receipt of the Statement, the full amount of the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Excess,” as that term is defined in Section 4.4.2, below. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses allocated to the tenants of the Building pursuant to Section 4.3.1 above for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately pay to Landlord such amount, and if amount within thirty (30) days following receipt by Tenant of the Statement setting forth the Excess. In the event that a Statement shall indicate that Tenant has paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExpenses allocated to the tenants of the Building pursuant to Section 4.3.1 above in connection with any Expense Year or as determined in accordance with the provisions of Section 4.6 below (an “Overage”), Tenant shall receive a credit against the Rent next due under this Lease in the amount of such Overage (or, in the event that this Lease shall have terminated, Tenant shall receive a refund from Landlord shall, in the amount of such Overage within thirty (30) days, deliver a check payable to Tenant in the amount of the overpaymentdays after Landlord delivers such Statement). The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five Within ninety (590) months days following the end of each Expense YearYear (or as soon thereafter as reasonably possible but not to exceed one hundred fifty (150) days), Landlord shall give to Tenant a statement (the “Statement”) ), which shall state indicate the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount amount, if any, of Tenant’s Share of Direct Expensesany Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least due, but in no event later than thirty (30) days thereafterafter receipt of such Statement, the full amount of Tenant’s Share of Direct Expenses any Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.24.3.3, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of the Direct Expenses for the Expense Year in which this Lease terminates, taking into consideration that the Lease Expiration Date may have occurred prior to the final day of the applicable Expense Year, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) daysdays after receipt of Landlord’s statement, deliver a check payable an amount as calculated pursuant to Tenant in the amount provisions of Section 4.3.1 of this Lease as Texxxx’s Share of the overpaymentExcess for such final Expense Year. The provisions of this Section 4.4.1 4.3.2 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in reasonable detail the Direct Expenses incurred or accrued for such preceding the particular Expense Year, Year and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses which (x) were levied by any governmental authority or by any public utility companies, and (y) Landlord had not previously received an invoice therefor and which are currently due and owing e., costs invoiced for the first time regardless of the date when the work or service relating to this Lease was performed), at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a bxxx for such amounts within two (2) years following Landlord’s receipt of the bxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five Within one hundred fifty (5150) months days following the end of each Expense Year, Landlord shall furnish to Tenant a statement (the “Statement”) which shall state showing in reasonable detail: (a) the Direct Expenses incurred or accrued for such preceding Expense Year, total and which shall indicate the amount of Tenant’s Share of actual Direct ExpensesExpenses for the previous Expense year, and (b) the total of Tenant’s payments in respect of Direct Expenses for such Expense Year. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for of such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired or earlier terminated and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Tenant’s Share of Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months Within 120 days following the end of each Expense Year, Lessor shall deliver to Lessee a statement Statement (the “"Statement”") which Statements should be derived from a audit conducted by an, independent certified public accountant (which accountant is a member of a nationally recognized accounting firm) which shall state the Direct Expenses Basic Costs on a line item basis as to the general categories of Basic Costs, incurred or accrued for such each preceding Expense Year, Year and which shall indicate the amount amount, if any, of Tenant’s Share of Direct Expensesany Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Termlease term if an Excess in present, Tenant shall pay, pay with its next installment of Base Rent due that is at least but in no event prior to thirty (30) days thereafter, after the receipt of such Statement the full amount of Tenant’s Share of Direct Expenses the excess for such Expense Year, less the amountsamount, if any, paid during such Expense Year as “Estimated Direct Expenses,” as defined. In the event that term is defined in Section 4.4.2, below, and if a Statement shows that the amount paid by Tenant paid more as Estimated Direct Expenses than the actual exceeds Tenant’s 's Share of Direct Expenses, the Increase in Basic Cost for the Expense Year in question ("overpayment") Tenant shall receive a may credit in the amount of Tenant’s such overpayment against Rent the next due under this Lease. The failure installments of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even Base Rent and Additional Rent provided that even though the Lease Term has expired and Tenant has vacated the Premisespremises, when the final determination is made of to Tenant’s 's Share of Direct Expenses the Basic Cost for the Expense Year in which this Lease terminates, expires or earlier terminates taking into consideration that the Lease expiration date may have occurred prior to the final day of the applicable Expense Year if (i) any overpayment is present then Landlord shall concurrent with Landlords delivery to Tenant of the Statement pay to Tenant the amount of such over payment or (ii) an excess is present. Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable days pay to Tenant in Landlord an amount as calculated pursuant to the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Termherein.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general major categories the Direct Expenses incurred or accrued for the Base Year or such preceding Expense Year, as applicable, and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the close of the applicable Expense Year, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses which (x) were levied by any governmental authority or by any public utility companies, and (y) Landlord had not previously received an invoice therefor and which are currently due and owing (i.e., costs invoiced for the first time regardless of the date when the work or service relating to this Lease was performed), at any time following the close of any Expense Year (including after the Lease Expiration Date) which are attributable to such Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not HCP LS REDWOOD CITY, LLC [Britannia Seaport Centre] [Relypsa, Inc.] prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall use good faith efforts to give to Tenant within five six (56) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a bxxx for such amounts within two (2) years following Landlord’s receipt of the bxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five six (56) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease, or a refund to the extent in excess of the remaining Rent due in the final year of the term. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx for such amounts within two (2) years following Landlord’s receipt of the xxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Landlord shall endeavor to deliver such Statement within five (5) months following the end of the applicable Expense Year. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least (but not earlier than thirty (30) days thereafterfollowing receipt of such Statement), the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease (except that if such overpayment applies to the last Expense Year during the Term of this Lease, then Landlord shall, within thirty (30) days following determination of such overpayment), deliver a check payable to Tenant in the amount of such overpayment. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year (provided that Landlord agrees to utilize commercially reasonable efforts to deliver such Statement to Tenant as soon as practicable following the end of the each Expense Year), a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and [Blade Therapeutics, Inc.] which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall use commercially reasonable efforts to give to Tenant within five one hundred fifty (5150) months days following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountTenant’s Share of Direct Expenses, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year (provided that Landlord agrees to utilize commercially reasonable efforts to deliver such Statement to Tenant as soon as practicable following the end of the each Expense Year), a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year (provided that Landlord agrees to utilize commercially reasonable efforts to deliver such Statement to Tenant as soon as practicable following the end of each Expense Year), a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment Bayside Acquisition, LLC [Britannia Life Science Center] against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx for such amounts within two (2) years following Landlord’s receipt of the xxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general major categories the Direct Expenses incurred or accrued for the Base Year or such preceding Expense Year, as applicable, and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than eighteen (18) months after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general the major categories the Direct Expenses incurred or accrued for the Base Year or such preceding Expense Year, as applicable (inclusive of a reasonable description of any Permitted Capital Expenditures which are included in Operating Expenses and, if applicable, the calculations made by Landlord to adjust Direct Expenses pursuant to the final paragraph of Section 4.2.4 and the final sentence of Section 4.2.5.3), and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year (provided that Landlord agrees to utilize commercially reasonable efforts to deliver such Statement to Tenant as soon as practicable following the end of each Expense Year), a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx for such amounts within two (2) years following Landlord’s receipt of the xxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general major categories the Direct Expenses incurred or accrued for such preceding the particular Expense Year, and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.21.3.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Exhibit C. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 1.3.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses which (x) were levied by any governmental authority or by any public utility companies, and (y) Landlord had not previously received an invoice therefor and which are currently due and owing (i.e., costs invoiced for the first time regardless of the date when the work or service relating to this Lease was performed), at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Within one hundred twenty (120) days after the end of each Expense Year or as soon after such one hundred twenty (120) day period as reasonably practicable, Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of an invoice therefor, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days after such determination, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general major categories the Direct Expenses incurred or accrued for such preceding the particular Expense Year, and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses which (x) were levied by any governmental authority or by any public utility companies, and (y) Landlord had not previously received an invoice therefor and which are currently due and owing (i.e., costs invoiced for the first time regardless of the date when the work or service relating to this Lease was performed), at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to provide Tenant within five one hundred fifty (5150) months days following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. Payment by Tenant of any Excess as shown in a Statement shall not in any restrict or impair Tenant’s right to dispute such amount pursuant to Section 4.6, below. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days following demand by Landlord, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than eighteen (18) calendar months after the expiration of the applicable Expense Year (other than governmental assessments or utility xxxxxxxx or assessments).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall use commercially reasonable efforts to give to Tenant Tenant, within five one hundred eighty (5180) months days following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this LeaseLease or, if the Lease Term has expired or been terminated, Landlord 000 XXXXXXXX XXXXXXXXX shall promptly refund to Tenant any amounts due to Tenant hereunder. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant shall immediately shall, within thirty (30) days following demand by Landlord, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term, provided that, other than Tax Expenses and costs incurred for utilities, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses which are first billed to Tenant more than eighteen (18) months after the end of the Expense Year to which such Direct Expenses relate.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within forty-five (545) months days following the end of each Expense Year, a statement (the “"Statement”") which shall state state, in general major categories, the Direct Expenses incurred or accrued accrued, as applicable, for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon request from Tenant, Landlord shall provide reasonably detailed information and documentation with respect to any of the general major categories and any particular expenses identified in the Statement. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, . Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid by Tenant during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease, or if the amount of such credit exceeds the amount of Rent due for the remainder of the Lease Term, then Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of such excess. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4 (provided that in the event that such failure continues for a period of four (4) months following receipt of notice from Tenant, Tenant may elect to seek specific performance). Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately within thirty (30) days after receipt of the Statement, pay to Landlord Tenant's Share of Direct Expenses less any amounts paid by Tenant as Estimated Direct Expenses for such amountExpense Year, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant's Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than eighteen (18) months after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, except that Tenant shall be responsible for Tenant's Share of Direct Expenses attributable to any Expense Year (x) that were levied by any governmental authority or by any public utility companies, (y) for which Landlord had not previously received an invoice, and (z) are currently due and owing at any time following the applicable Expense Year, provided that Landlord delivers Tenant a bxxx for such amounts within six (6) months following Landlord's receipt of the bxxx therefor.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five six (56) months (and in any event shall provide within 12 months) following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx for such amounts within two (2) years following Landlord’s receipt of the xxxx therefor). Tenant shall have the right for a period of ninety (90) days (the “Audit Period”) following its receipt of the Statement to examine Landlord’s books and records concerning Direct Expenses for the calendar year covered by such Statement in the offices of the property manager or another location reasonably designated by Landlord. Tenant’s audit may be conducted by its employees or its designated accountants, provided that the accountants must be employed on a regular fee for services basis and not on a contingency fee basis. If, by notice to Landlord given after such examination but during the Audit Period (which notice shall be accompanied by documentation evidencing the results of Tenant’s audit to Landlord’s reasonable satisfaction), Tenant disputes the amount of Additional Rent for Direct Expenses shown on the Statement, and Landlord and Tenant are unable to resolve such dispute within 30 days thereafter, then either party may request that the amount of Additional Rent for Direct Expenses for the year in question be determined by an audit conducted by a certified public accountant reasonably selected by both parties, provided that if the parties are unable so to agree on an accountant within ten (10) days after receipt of Tenant’s notice, then within twenty (20) days after Tenant’s notice is given Tenant may submit the dispute for determination by an arbitration conducted by a single arbitrator in the Boston Office of the American Arbitration Association (“AAA”) in accordance with the AAA’s Commercial Arbitration Rules. The arbitrator shall be selected by the AAA and shall be a certified public accountant with at least ten (10) years of experience in auditing first class laboratory buildings in the City of Cambridge. The cost of the accountant selected by both parties, and the arbitrator, if applicable, shall be shared equally by the parties. Tenant and each person reviewing Landlord’s books and records or participating in the arbitration shall agree in an instrument prepared by Landlord that all information obtained from Landlord’s books and records shall be kept confidential and used only for the purpose of determining amounts properly due under this Lease. If the Additional Rent due is finally determined to be less or more than the Additional Rent paid by Tenant on account of Landlord’s calculation of Direct Expenses, Landlord shall either promptly refund to Tenant the difference or credit same against Rent next due from Tenant or Tenant shall promptly pay to Landlord the difference, as applicable. If the Additional Rent due was less than ninety-five percent (95%) of the Additional Rent paid by Tenant on account of Landlord’s calculation of Operating Expenses, Landlord shall reimburse Tenant for the reasonable third-party costs of such audit, including without limitation the costs of reviewing Landlord’s books and records, but in any event not to exceed $7,500.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months Tenant, on or before the last day of April following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount amount, if any, of Tenant’s Share of Direct Expensesany Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,Excess.” as that term is defined in Section 4.4.24.3.3, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of the Direct Expenses for the Expense Year in which this Lease terminates, taking into consideration that the Lease Expiration Date may have occurred prior to the final day of the applicable Expense Year, if an Excess is present, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more an amount as Estimated Direct Expenses than calculated pursuant to the actual Tenant’s Share provisions of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount Section 4.3.1 of the overpaymentthis Lease. The provisions of this Section 4.4.1 4.3.2 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (an “Excess”), Tenant shall receive a credit in the amount of Tenant’s overpayment such Excess against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant’s Share of Direct Expenses is greater than the amount of Estimated Direct Expenses previously paid by Tenant shall immediately to Landlord, Tenant shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (again, an Excess), Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpaymentsuch Excess. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall use commercially reasonable efforts to give to Tenant within five ninety (590) months days following the end of each Expense Year (and shall, in any event, give to Tenant within one hundred eighty (180) days following the end of each Expense Year), a statement (the “"Statement”") prepared on a line item by line item basis as to general categories, which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, subject to Tenant’s audit and dispute rights set forth below in this Section 4.4, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterdays, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.24.4(b), below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct ExpensesExpenses (an "Excess"), Tenant shall receive a credit in the amount of Tenant’s overpayment such Excess against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant's Share of Direct Expenses is greater than the amount of Estimated Direct Expenses previously paid by Tenant shall immediately to Landlord, subject to Tenant’s audit and dispute rights set forth below in this Section 4.4, Tenant shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct ExpensesExpenses (again, an Excess), Landlord shall, within thirty (30) daysdays after the Statement is finalized, deliver a check payable to Tenant in the amount of the overpaymentsuch Excess. The provisions of this Section 4.4.1 4.4(b) shall survive the expiration or earlier termination of the Lease Term, provided that, other than Tax Expenses, with respect to all Operating Expenses, Tenant shall not be responsible for Tenant's Share of any Operating Expenses which are first billed to Tenant more than one (1) calendar year after the end of the Expense Year to which such Operating Expenses relate.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general the major categories the Direct Expenses incurred or accrued for such preceding Expense Year, as applicable (inclusive of a reasonable description of any Permitted Capital Expenditures which are included in Operating Expenses and, if applicable, the calculations made by Landlord to adjust Direct Expenses pursuant to the final two paragraphs of Section 4.2.4 and the final sentence of Section 4.2.5.3), and which shall indicate the amount of Tenant’s Share of Direct Expenses. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of the Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual amount of Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant’s Share of Direct Expenses is greater than the amount of Estimated Direct Expenses previously paid by Tenant shall immediately to Landlord, Tenant shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual amount of Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five Within one hundred fifty (5150) months following days after the end of each Expense Year, Landlord shall give to Tenant a statement (the “Statement”"STATEMENT") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon Within thirty (30) days of receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Term Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if is greater than then amount of estimated Direct Expenses previously paid by Tenant to Landlord (an "EXCESS"), Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, amount within thirty (30) days, deliver a check payable to Tenant in the amount days of the overpaymentrequest therefor. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general major categories the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before April 15 following the end of the Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (an “Excess”), Tenant shall receive a credit in the amount of Tenant’s overpayment such Excess against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant’s Share of Direct Expenses is greater than the amount of Estimated Direct Expenses previously paid by Tenant shall immediately to Landlord, Tenant shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (again, an Excess), Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpaymentsuch Excess. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than nine (9) months after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five Within one hundred twenty (5120) months following days after the end of each applicable Expense Year, Landlord will deliver to Tenant a statement (the “StatementSTATEMENT”) ), which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess, if any. Upon receipt of the Statement for each applicable Expense Year commencing or ending during the Lease TermYear, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesESTIMATED EXCESS,” as that term is defined in SECTION 4.4.2, below. In the event the Statement shows that the amount paid by Tenant under Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual exceeded Tenant’s Share of Direct ExpensesExpenses for the Expense Year in question (the “OVERPAYMENT AMOUNT”), then Landlord shall credit the Overpayment Amount against the next due installments of Base Rent and Additional Rent; provided, however, that with respect to the final Expense Year of the Lease Term, Landlord shall pay to Tenant shall receive a credit in the amount of Overpayment Amount, if any, within thirty (30) days after Tenant’s overpayment against Rent next due under this Leasereceipt of such Statement. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article ARTICLE 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant shall immediately pay such amount to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual within fifteen (15) business days after Tenant’s Share receipt of Direct Expenses, such final determination. If Tenant provides a written request to Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount days after receipt of the overpaymentStatement provided in this SECTION 4.4.1, Tenant shall be entitled, during reasonable business hours, to review Landlord’s books and records on which Landlord has calculated Direct Expenses and shall promptly thereafter provide its written analysis of Direct Expenses to Landlord. If Tenant’s review discloses any overpayment by Tenant, Landlord shall either, at Landlord’s option, credit such amount to Tenant’s next payment of Rent, or refund such amounts within thirty (30) days after receipt of Tenant’s calculations; if Tenant’s review discloses any underpayment by Tenant, Tenant shall provide such calculations to Landlord and pay such amounts within thirty (30) days from the time it calculates, or receives the calculation of such amounts. Tenant’s audit shall be conducted by either Tenant or a certified public accountant. Tenant’s audit may not be conducted by an individual or entity that is retained by Tenant primarily on a contingent fee basis. Landlord shall keep copies of all records relating to the calculation of, and the costs included in, Direct Expenses (and Estimated Direct Expenses described in Section 4.4.2 below) for a period of at least two (2) years (or such longer period as required by law). In the event the Tenant’s review establishes that Landlord’s calculation of Tenant’s Share of the increase in Direct Expenses for any year is overstated by more than ten percent (10%), Landlord shall also reimburse Tenant for the reasonable cost of its out of pocket costs in conducting said review, up to a maximum of $1,000.00. This section 4.4.1 shall survive the expiration or early termination of the Lease. The results of the audit shall be kept confidential by Tenant (except as disclosed to Tenant’s attorneys and accountants (who shall also be bound by said confidentiality provision) or as required to be disclosed by Tenant under federal securities laws) and shall remain a private matter between Landlord and Tenant, except as may be required by law. Any dispute between Landlord and Tenant concerning any item of Direct Expenses shall not relieve Tenant of liability for payment of all other Excess amounts of Direct Expenses. The provisions of this Section SECTION 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five six (56) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses (and itemized details therefor) incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” ”, as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this LeaseLease or, if Landlord elects, Landlord shall reimburse such overpayment amount to Tenant. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable pay to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease TermTerm except that in no event shall Tenant owe any Additional Rent to Landlord with respect to any statement first delivered more than twelve (12) months after the end of the calendar year in which this Lease terminates.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five one hundred eighty (5180) months days following the end of each Expense Year, a statement (the “Statement”) prepared on a line-item by line-item basis as to general categories, which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this LeaseLease or, if the Lease Term has ended, Landlord shall refund such amount to Tenant within thirty (30) days of the date of such Statement. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant’s Share of Direct Expenses is greater than the amount of Estimated Direct Expenses previously paid by Tenant shall immediately to Landlord, Tenant shall, within thirty (30) days after receipt of the Statement, pay such shortfall to Landlord such amountthe Landlord, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) daysdays after delivery of the applicable Statement to Tenant, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term, provided that, other than Tax Expenses and costs incurred for utilities, Tenant shall not be responsible for Tenant’s Share of any Operating Expenses which are first billed to Tenant more than two (2) calendar years after the end of the Expense Year to which such Operating Expenses relate.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general major categories the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterfollowing Tenant’s receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant shall immediately shall, within thirty (30) days following Tenant’s receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) daysdays following Landlord’s determination, deliver a check payable to Tenant in the amount of the such overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.Tenn.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months on or before May 1 following the end of each Expense Year, a statement (the “"Statement”") which shall state in general major categories the Direct Expenses incurred or accrued for such preceding the particular Expense Year, and which shall indicate the amount of the Excess. Upon request from Tenant’s Share , Landlord shall provide more detailed information with respect to the expenses incurred by Landlord with respect to any of Direct Expensesthe general major categories. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct ExpensesExcess,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant's Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than eighteen (18) months following the expiration of any Expense Year (i.e. June 30 of the second year following the Expense Year), provided that in any event Tenant shall be responsible for Tenant's Share of Direct Expenses which (x) were levied by any governmental authority or by any public utility companies, and (y) Landlord had not previously received an invoice therefor and which are currently due and owing (i.e., costs invoiced for the first time regardless of the date when the work or service relating to this Lease was performed), at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five one hundred fifty (5150) months days following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days following receipt of Landlord’s request therefor, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term, provided that, other than Tax Expenses and costs incurred for utilities, Tenant shall not be responsible for Tenant’s Share of any Operating Expenses which are first billed to Tenant more than two (2) calendar years after the end of the Expense Year to which such Operating Expenses relate.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which shall state in reasonable detail the Direct Expenses incurred or accrued for such preceding the particular Expense Year, and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct ExpensesExcess,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant's Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than eighteen (18) months after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant's Share of Direct Expenses which (x) were levied by any governmental authority or by any public utility companies, and (y) Landlord had not previously received an invoice therefor and which are currently due and owing (i.e., costs invoiced for the first time regardless of the date when the work or service relating to this Lease was performed), at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall use commercially reasonable efforts to give to Tenant within five one hundred twenty (5120) months days following the end of each Expense Year, a statement (the “"Statement”") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall use commercially reasonable efforts to give to Tenant within five (5) months on or before May 1 following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” (as that term is defined in Section 4.4.2, 4.4.2 below), and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this LeaseLease or, if Landlord elects, Landlord shall reimburse such overpayment amount to Tenant or, if the Lease Term has ended, Landlord shall refund such amount to Tenant within thirty (30) days of the date of such Statement. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4, provided, however, that Tenant shall not be responsible for payment of any Direct Expenses first shown on a Statement delivered more than twenty-four (24) months after expiration of the applicable Expense Year. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days after delivery of the applicable Statement to Tenant, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) daysdays after delivery of the applicable Statement to Tenant, deliver a check payable pay to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general major categories the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (an “Excess”), Tenant shall receive a credit in the amount of Tenant’s overpayment such Excess against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant’s Share of Direct Expenses is greater than the amount of Estimated Direct Expenses previously paid by Tenant shall immediately to Landlord, Tenant shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (again, an Excess), Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpaymentsuch Excess. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which shall state in general major categories the Direct Expenses incurred or accrued for such preceding the particular Expense Year, and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct ExpensesExcess,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant's Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant's Share of Direct Expenses which (x) were levied by any governmental authority or by any public utility companies, and (y) Landlord had not previously received an invoice therefor and which are currently due and owing (i.e., costs invoiced for the first time regardless of the date when the work or service relating to this Lease was performed), at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months on or before the first day of April following the end of each Expense Year, Year a statement stating (the “Statement”a) which shall state the Direct Expenses actually incurred or accrued for such that preceding Expense Year, Year (Statement) and which shall indicate (b) an Estimated Statement for the current Expense year (including the amount of Tenant’s Share of Direct Expensesthe recalculated Additional Rent Installment applicable to the current Expense year). Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses incurred or accrued for such the preceding Expense Year less Additional Rent Installments actually paid by Tenant during said year. Tenant shall further pay, with said next installment of Base Rent due, the difference between the Additional Rent Installments paid in the current Expense Year and the recalculated Additional Rent Installment contained in the Estimated Statement for the current Expense year, and Additional Rent Installments shall be payable monthly thereafter along with Base Rent in the amount of the recalculated Additional Rent Installments (until Landlord gives Tenant a superseding Statement and Estimated Statement). In the event Direct Expenses incurred or accrued for the preceding Expense Year were lower than Landlord’s Estimate for that year, Landlord shall grant Tenant a credit in the amount Tenant’s excess payment of the same paid in said Expense Year, less to be applied to the amountsAdditional Rent Installment(s) next due or, if anysuch reconciliation is completed after the Lease Term, paid during then Landlord shall pay such overage to Tenant within thirty (30) days thereafter (and this provision shall expressly survive the expiration and termination of the Lease.) In the event the Estimated Statement for a current expense year (including the amount of the recalculated Additional Rent Installment applicable to the current Expense year) indicates that Additional Rent Installments applicable to the current Expense Year as “actually paid by Tenant that year (but before Landlord gave Tenant the Estimated Direct Expenses,” as that term is defined in Section 4.4.2Statement) were excessive, below, and if Landlord shall grant Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount excess payment of the overpayment. The provisions of this Section 4.4.1 shall survive same paid in said Expense Year, to be applied to the expiration or earlier termination of the Lease TermAdditional Rent Installment(s) next due.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give endeavor to deliver to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Operating Expenses incurred or accrued Taxes or both for such preceding Expense Year, Year and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Operating Expense Amount and the Tax Expense Amount, as applicable. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Term Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Expense Amount for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExpense Amount,” as that term is defined in Section 4.4.25, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Exhibit B. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately promptly pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 4 shall survive the expiration or earlier termination of the Lease Term. Tenant waives and releases any and all objections or claims relating to Direct Expenses for any calendar year unless, within sixty (60) days after Landlord provides Tenant with the annual Statement for the calendar year, Tenant provides Landlord written notice that it disputes the Statement (which notice shall specify in detail the reasons for such dispute as to a particular item or items). If Tenant disputes the Statement then, pending resolution of the dispute, Tenant shall pay the rent in question to Landlord in the amount provided in the disputed Statement.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall use commercially reasonable efforts to give to Tenant within five one hundred twenty (5120) months days following the end of each Expense Year, a statement (the “"Statement”") prepared on a line‑item by line‑item basis as to general categories, which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this LeaseLease or, if the Lease Term has ended, Landlord shall refund such amount to Tenant within thirty (30) days of the date of such Statement. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant’s Share of Direct Expenses is greater than the amount of Estimated Direct Expenses previously paid by Tenant shall immediately to Landlord, Tenant shall, within thirty (30) days after receipt of the Statement, pay such shortfall to Landlord such amountthe Landlord, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) daysdays after delivery of the applicable Statement to Tenant, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term, provided that, other than Tax Expenses and costs incurred for utilities, Tenant shall not be responsible for Tenant's Share of any Operating Expenses which are first billed to Tenant more than two (2) calendar years after the end of the Expense Year to which such Operating Expenses relate.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountTenant’s Share of Direct Expenses, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give furnish to Tenant within five ninety (590) months days following the end of each Expense Year, a statement (the “"Statement”") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct ExpensesExcess,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4., provided that Landlord has cured such failure within thirty (30) days of prior written notice from Tenant. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant shall immediately within thirty (30) days’ pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty sixty (3060) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense YearYear (and no later than April 30), a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (an “Excess”), Tenant shall receive a credit in the amount of Tenant’s overpayment such Excess against Rent next due under this LeaseLease (or a refund if the Lease Term has ended as provided below). The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant’s Share of Direct Expenses is greater than the amount of Estimated Direct Expenses previously paid by Tenant shall immediately to Landlord, Tenant shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (again, an Excess), Landlord shall, within thirty (30) daysdays after delivering the Statement to Tenant, deliver a check payable to Tenant in the amount of the overpaymentsuch Excess. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months on or before the first day of April following the end of each Expense Year, a statement (the “Statement”) which shall itemize and state the amount of the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount amount, if any, of Tenant’s Share of Direct Expensesany excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, 4.3.3 of this Lease. If no Excess is present and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess in any given Expense Year, then Tenant shall receive a credit in against the amount of Tenant’s overpayment against Rent Rents next due and owing under this Lease. If the Lease Term shall have expired or terminated, then Landlord shall pay Tenant such amount within thirty (30) days after Tenant’s receipt of the Statement. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final WILSHIRE COLONNADE [Nara Bank] determination is made of Tenant’s Share of the Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more an amount as Estimated Direct Expenses than calculated pursuant to the actual Tenant’s Share provisions of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount Section 4.3.1 of the overpaymentthis Lease. The provisions of this Section 4.4.1 4.3.2 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant shall immediately within thirty (30) days pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months 120 days following the end of each Expense Year, or as soon thereafter as is practicable, a statement (the “Statement”) which shall reconcile and state the Direct Expenses incurred or accrued for such preceding Expense Year, and which (after the Base Year) shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease TermTerm (after the Base Year), if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The Except as expressly set forth below, the failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. If Tenant does not raise objections to a Statement within twelve (12) months after the date Tenant receives the same, such Statement shall be conclusive and binding upon Tenant. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) daysprovided Tenant is not then in default hereunder beyond any applicable notice and cure period, deliver a check payable to Tenant in the amount of the overpayment. The provisions obligations of Tenant and Landlord under this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentences, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than twelve (12) months after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Tax Expenses levied by a governmental authority, and utility charges billed, within twelve (12) months following the Lease Expiration Date which are attributable to any Expense Year, and provided further that the foregoing shall not limit or restrict Landlord’s right to correct and adjust mathematical errors or to subsequently xxxx and collect unanticipated cost items not known to Landlord prior to the end of said twelve (12) month period.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall use commercially reasonable efforts (but in no event later than the date which is one hundred fifty (150) days after the applicable Expense Year) to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”"STATEMENT") which shall state in general major categories the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of the Tenant’s 's Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section SECTION 4.4.2 of this Lease. In the event the Statement (or a revised Statement following an audit pursuant to SECTION 4.7 below) shows that the amount paid by Tenant under SECTION 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual exceeded Tenant’s 's Share of Direct ExpensesExpenses for the Expense Year in question (the "OVERPAYMENT AMOUNT"), Tenant then Landlord shall receive a credit in the amount of Tenant’s overpayment Overpayment Amount against Rent the next due under this Leaseinstallments of Base Rent and Additional Rent; provided, however, that (i) with respect to the final Expense Year of the Lease Term, or (ii) upon Tenant's written request, Landlord shall pay to Tenant the Overpayment Amount, on or before Landlord's next regularly scheduled check-cutting date following the date which is five (5) business days after the later to occur of (A) Tenant's receipt of such Statement, and (B) Landlord's receipt of such written request. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article ARTICLE 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section SECTION 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant's Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant's Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx (a "SUPPLEMENTAL STATEMENT") for such amounts within two (2) years following Landlord's receipt of the xxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, but in no event later than July 1, a statement (the “Statement”"STATEMENT") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses"ESTIMATED EXCESS,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or from collecting the Excess for a period of one (1) year after the expiration of the Expense Year for which the Statement applies, except where the failure to timely furnish the Statement as to any particular item includable in the Statement is beyond Landlord's reasonable control (e.g. tax assessments that are late in arriving from the assessor), in which case such one (1) year limit shall not be applicable. Notwithstanding anything contained in this Section 4.4.1, except for estimated payments by Tenant from enforcing its rights under this Article 4pursuant to Section 4.4.2 below, Tenant shall not be obligated to pay the Excess unless and until Tenant is furnished with the Statement. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which shall state in general 795678.02/WLA376514-00007/1-28-19/ctl/ctl -16- 630 ROSEVILLE PARKWAY[Penumbra, Inc.] the major categories of the Direct Expenses incurred or accrued for such preceding Expense Year, as applicable (inclusive of a reasonable description of any Permitted Capital Expenditures which are included in Operating Expenses and, if applicable, the calculations made by Landlord to adjust Direct Expenses pursuant to the final paragraph of Section 4.2.4, and which shall indicate the amount of Tenant’s Share 's share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent which is due that is at least within thirty (30) days thereafterfollowing receipt of the Statement, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this LeaseLease unless the Lease Term has expired, in which event Landlord shall refund the appropriate amount to Tenant. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately shall, within thirty (30) days following Tenant’s receipt of such final Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term, provided that, other than Tax Expenses and costs incurred for utilities, Tenant shall not be responsible for Tenant's Share of any Operating Expenses which are first billed to Tenant more than two (2) calendar years after the end of the Expense Year to which such Operating Expenses relate.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which shall state in general major categories the Direct Expenses incurred or accrued for such preceding the particular Expense Year, and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct ExpensesExcess,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The Subject to the last sentence of this Section 4.4.1, the failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check or send such funds by wire transfer payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant's Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the expiration of the applicable Expense Year, provided that in any event Tenant shall be responsible for Tenant's Share of Direct Expenses which (x) were levied by any governmental authority or by any public utility companies, and (y) Landlord had not previously received an invoice therefor and which are currently due and owing (i.e., costs invoiced for the first time regardless of the date when the work or service relating to this Lease was performed), at any time following the expiration of any Expense Year which are attributable to such Expense Year. If there are costs subsequently billed to Tenant as set forth above, then Landlord shall provide Tenant with an amended Statement with respect to such subsequently billed costs, and Tenant's audit rights as set forth in Section 4.6 below shall apply (but only with respect to such particular subsequently billed costs) following Tenant's receipt of such amended Statement.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months 150 days following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the Lease Expiration Date.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five one hundred fifty (5150) months days following the end of each Expense Year, a statement (the “"Statement”") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an S:\PFG\Castlight Health Lease\Lease_RV11.docx: 5/6/15 Excess is present, Tenant shall pay, with its next installment of Base Rent due that or within fifteen (15) days, whichever is at least thirty (30) days thereafterearlier to occur, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct ExpensesExcess,” " as that term is defined in Section 4.4.2, 4.4.2 below, and if . If the amounts paid by Tenant paid more during an Expense Year as Estimated Direct Expenses than Excess exceed the actual Tenant’s Share of Direct ExpensesExcess for such Expense Year, then such difference shall be refunded to Tenant shall receive a credit in the amount of Tenant’s overpayment within thirty (30) days, provided that any refund may, at Landlord's option, be credited against Additional Rent next coming due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4; provided, however, if Landlord fails to provide a Statement within one (1) year after the expiration of the Expense Year to which such Statement is applicable, Landlord shall be deemed to have waived its right to collect any Excess with respect to Operating Expenses (but not Tax Expenses) for such Expense Year. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days of receipt of an invoice, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, has overpaid Landlord shall, shall pay to Tenant such amount within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general major categories the Direct Expenses incurred or accrued for such preceding the particular Expense Year, and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Excess, the overpayment may be retained by Landlord to be credited and applied by Landlord to the next due installments of Tenant’s Share of Direct ExpensesEstimated Excess, or as to the final Lease Year, provided Tenant is not in default, else not until any such default has been cured, Landlord shall, will refund such excess to Tenant within thirty (30) days, deliver a check payable to Tenant in the amount days following expiration of the overpaymentTerm of this Lease. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses which (x) were levied by any governmental authority or by any public utility companies, and (y) Landlord had not previously received an invoice therefor and which are currently due and owing (i.e., costs invoiced for the first time regardless of the date when the work or service relating to this Lease was performed), at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which that shall state reasonably itemize the Direct Expenses incurred or accrued for such preceding Expense Year, and which that shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year that is first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date that is attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx for such amounts within two (2) years following Landlord’s receipt of the xxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in reasonable detail (i.e., broken down into general categories of costs), which shall state in general major categories the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of the Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (an “Excess”), Tenant shall receive a credit in the amount of Tenant’s overpayment such Excess against Rent next due under this Lease; provided, however, any such payment by Tenant shall not be deemed a waiver of any rights Tenant may have pursuant to Section 4.6 of this Lease. The Landlord shall endeavor to deliver the applicable Statement to Tenant on or before May 1 (as set forth above), but the failure of Landlord to timely furnish the such Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though Notwithstanding the immediately preceding sentence (yet excepting the remainder of this sentence below), Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the Expense Year to which such Direct Expenses relate (and Landlord hereby waives its rights to collect the same); provided, however, notwithstanding the foregoing, Tenant shall nevertheless remain responsible for Tenant’s Share of Direct Expenses to the extent the same were both (x) levied by any governmental authority or by any public utility companies, and (y) Landlord had not previously received an invoice therefor and which are currently due and owing (i.e., costs invoiced for the first time regardless of the date when the work or service relating to this Lease was performed), at any time until the date that is three (3) years following the Lease Term has expired and Expiration Date which are attributable to any Expense Year, provided that Landlord delivers to Tenant a xxxx (a “Supplemental Statement”) for such amount within one (1) year following Landlord’s receipt of an initial xxxx therefor. If any such Supplemental Statement so delivered shows that Tenant has vacated the Premises, when the final determination is made of underpaid Tenant’s Share of Direct Expenses for the such Expense Year in which this Lease terminatesYear, then Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shallLandlord, within thirty (30) daysdays after Tenant’s receipt of the Supplemental Statement, deliver a check payable the amount of such underpayment. If any such Supplemental Statement reflects that Tenant has overpaid Tenant’s Share of Direct Expenses for such Expense Year, then Landlord shall, at its option either credit such overpayment toward Tenant’s next rent payment(s) under this Lease, or remit to Tenant in with such applicable Supplemental Statement the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterfollowing the receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this LeaseLease or a refund if the Lease Term has ended as provided below). The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant’s Share of Direct Expenses is greater than the amount of Estimated Direct Expenses previously paid by Tenant shall immediately to Landlord, Tenant shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) daysdays after delivering the Statement to Tenant, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five one hundred fifty (5120) months days following the end of each Expense Year, a statement (the “"Statement”") which shall state with commercially reasonable detail the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon Within thirty (30) days of receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, pay the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” Expenses (as that term is defined in Section 4.4.2, below), and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately within thirty (30) days following receipt of Landlord’s request therefor, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term, provided that, other than increased costs from a governmental entity or a utility company first billed to Landlord after the applicable Expense Year, Tenant shall not be responsible for Tenant's Share of any Direct Expenses which are first billed to Tenant more than two (2) calendar years after the end of the Expense Year to which such Direct Expenses relate.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five one hundred eighty (5180) months days following the end of each Expense Year, a statement (the “Statement”"STATEMENT") which shall state the Building Direct Expenses and Project Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share the Expense Payment. The failure of Direct ExpensesLandlord to furnish the IRVINE OAKS EXECUTIVE PARK [Kofax Image Products, Inc.] 25 Statement for any Expense Year within the time provided above, however, shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Expense Payment for such Expense Year, less the amounts, if any, paid during such Expense Year as “an "Estimated Direct ExpensesPayment,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses . In the event the amount of the Expense Payment for any Expense Year is less than the actual Tenant’s Share of Direct ExpensesEstimated Payment paid by Tenant for such Expense Year, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent Rents next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Building Share of Building Direct Expenses and Tenant's Project Share of Project Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within ten (10) business days of receipt of the applicable Statement, and if Tenant paid more as an Estimated Direct Expenses Payment than the actual Tenant’s Share of Direct Expensesamount set forth in the applicable Statement, Landlord shall, within thirty ten (3010) daysbusiness days after delivery of the applicable Statement, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months on or before May 1 following the end of each Expense Year, a statement (the “Statement”) which shall state in general major categories the Direct Expenses incurred or accrued for such preceding the particular Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon request from Tenant, Landlord shall provide more detailed information with respect to the expenses incurred by Landlord with respect to any of the general major categories. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (an “Excess”), Tenant shall receive a credit in the amount of Tenant’s overpayment such Excess against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant’s Share of Direct Expenses is greater than the amount of Estimated Direct Expenses previously paid by Tenant shall immediately to Landlord, Tenant shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (again, an Excess), Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpaymentsuch Excess. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than eighteen (18) months following the expiration of any Expense Year (i.e. June 30 of the second year following the Expense Year), provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses which (x) were levied by any governmental authority or by any public utility companies, and (y) Landlord had not previously received an invoice therefor and which are currently due and owing (i.e., costs invoiced for the first time regardless of the date when the work or service relating to this Lease was performed), at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general major categories the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of the Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (an “Excess”), Tenant shall receive a credit in the amount of Tenant’s overpayment such Excess against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if Tenant’s Share of Direct Expenses is greater than the amount of Estimated Direct Expenses previously paid by Tenant shall immediately to Landlord, Tenant shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct ExpensesExpenses (again, an Excess), Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpaymentsuch Excess. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than eighteen (18) months after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which (x) were levied by any governmental authority or by any public utility companies, and (y) Landlord has not previously received an invoice therefor and which are currently due and owing (i.e., costs invoiced for the first time regardless of the date when the work or service relating to this Lease was performed), at any time following the Lease Expiration Date which are attributable to any Expense Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months On or before the last day of June following the end of each Expense Year, Landlord shall give to Tenant a statement (the “Statement”) which shall state state, in reasonable detail by major general categories, the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount amount, if any, of Tenant’s Share of Direct ExpensesExpenses or overpayment by Tenant, if any. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least pay within thirty (30) days thereafterfollowing demand by Landlord, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.24.3.3, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord (provided that in the event that such failure continues for a period of three (3) months following receipt of notice from Tenant, Tenant may elect to seek specific performance) or Tenant from enforcing its their rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated PEN XXXXXXX [Awesomeness TV] the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountTenant’s Share of Direct Expenses within thirty (30) days of Tenant’s receipt of an invoice therefor from Landlord, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) daysdays after Landlord’s calculation thereof, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 4.3.2 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx (a “Supplemental Statement”) for such amounts within two (2) years following Landlord’s receipt of the xxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”"STATEMENT") which shall state the Building Direct Expenses and Project Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Expense Payment. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Expense Payment for such Expense Year, less the amounts, if any, paid during such Expense Year as “an "Estimated Direct ExpensesPayment,” " as that term is defined in Section 4.4.2, below; provided however, and if that in the event that the amounts paid by Tenant paid more as an Estimated Direct Expenses than Payment exceed the actual Tenant’s Share of Direct ExpensesExpense Payments for such Expense Year (the "Excess"), Tenant such Excess shall receive a credit in be credited by Landlord to the amount of Tenant’s overpayment against Rent next Estimated Payments due under this Leasefor the following Expense Year. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Building Share of Building Direct Expenses and Tenant's Project Share of Project Direct Expenses for the Expense Year in which this Lease terminates, terminates either (i) Tenant shall immediately pay to Landlord such amount, and if amount or (ii) Landlord shall refund any Excess payments to Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount days of the overpaymentsuch determination. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five six (56) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter invoice, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx for such amounts within two (2) years following Landlord’s receipt of the xxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a an itemized statement (the “Statement”) which shall state the Direct Expenses actually incurred or accrued for such the preceding Expense Year, and which shall indicate the amount of Tenant’s Share of such Direct Expenses. Landlord shall endeavor to deliver such Statement within five (5) months following the end of the applicable Expense Year. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that (which is at least thirty (30) days thereafterfollowing the date of Tenant’s receipt of the Statement), the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.24,4,2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. , The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. , Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. overpayment or apply such overpayment against any unpaid Rent, The provisions of this Section 4.4.1 4,4,1 shall survive the expiration or earlier termination of the Lease Term, Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’ s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a bill for such amounts within two (2) years following Landlord’s receipt of the bill therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give deliver to Tenant following the end of each Expense Year (and shall use commercially reasonable efforts to deliver to Tenant within five one hundred twenty (5120) months days following the end of each Expense Year), a statement (the “"Statement”") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five six (56) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” ”, as that term is defined in Section 4.4.2, 4.4.2 below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this LeaseLease or, if Landlord elects, Landlord shall reimburse such overpayment amount to Tenant. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable pay to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five Within one hundred twenty (5120) months days following the end of each Expense Year, Landlord shall give to Tenant a statement (the “Statement”) which shall state in reasonable detail the Direct Expenses allocated to the tenants of the Building pursuant to Section 4.3.1 above incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amountsExcess, if any. Notwithstanding the foregoing, paid during such Expense Year as “Estimated Direct Expenses,” as Landlord and Tenant hereby acknowledge and agree that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4; provided, however, Landlord shall not be entitled to collect from Tenant any Operating Expenses that are billed to Tenant for the first time more than two (2) years after the Expense Year in which such Operating Expenses arise (provided further that the foregoing waiver shall not apply with respect to, and Tenant shall remain responsible for, any Operating Expenses levied by any governmental authority or any public utility companies at any time following the expiration of the applicable Expense Year which are attributable to such Expense Year so long as Landlord delivers to Tenant any such bill for such amounts within the later of (i) two (2) calendar years after the end of a Expense Year or (ii) three (3) months following Xxxxxxxx’s receipt of the bill therefor). Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, at Tenant’s election, with its next installment of Base Rent due or within thirty (30) days of Tenant’s receipt of the Statement, the full amount of the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Excess,” as that term is defined in Section 4.4.2, below. Even though the Lease Term has expired and Tenant Xxxxxx has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses allocated to the tenants of the Building pursuant to Section 4.3.1 above for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately pay to Landlord such amount, and if amount within thirty (30) days following receipt by Tenant of the Statement setting forth the Excess. In the event that a Statement shall indicate that Tenant has paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExpenses allocated to the tenants of the Building pursuant to Section 4.3.1 above in connection with any Expense Year or as determined in accordance with the provisions of Section 4.6 below (an “Overage”), Tenant shall receive a credit against the Rent next due under this Lease in the amount of such Overage (or, in the event that this Lease shall have terminated, Tenant shall receive a refund from Landlord shall, in the amount of such Overage within thirty (30) days, deliver a check payable to Tenant in the amount of the overpaymentdays after Landlord delivers such Statement). The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.. 4.4.2

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five one hundred twenty (5120) months days following the end of each Expense Year, a statement (the “" XE "Statement”" Statement") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses XE "Estimated Direct Expenses" ,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this LeaseLease or within thirty (30) days if the Lease Term has expired. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpaymentoverpayment or apply such overpayment against any unpaid Rent. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the expiration of the applicable Expense Year or one (1) calendar year after the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a bill for such amounts within two (2) years following Landlord’s receipt of the bill therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give endeavor to deliver to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share the Operating Expense Excess and/or the Tax Expense Excess, as applicable; provided, however, that Tenant shall have no liability for any Operating Expense Excess or Tax Expense Excess for any Expense Year if the Statement for that Expense Year is delivered to Tenant more than twelve months after the end of Direct Expensesthat Expense Year, excluding any item of expense for which Landlord has not received invoices or other billing from the appropriate vendors within such time period. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.25, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Exhibit B. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 4 shall survive the expiration or earlier termination of the Lease Term. Tenant waives and releases any and all objections or claims relating to Direct Expenses for any calendar year unless, within sixty (60) days after Landlord provides Tenant with the annual Statement for the calendar year, Tenant provides Landlord written notice that it disputes the Statement (which notice shall specify in detail the reasons for such dispute as to a particular item or items). If Tenant disputes the Statement then, pending resolution of the dispute, Tenant shall pay the rent in question to Landlord in the amount provided in the disputed Statement.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five Within one hundred fifty (5150) months following days after the end of each applicable Expense Year, Landlord will deliver to Tenant a statement (the “Statement”) "STATEMENT"), which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess, if any. Upon receipt of the Statement for each applicable Expense Year commencing or ending during the Lease TermYear, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses"ESTIMATED EXCESS,” " as that term is defined in Section SECTION 4.4.2, below. In the event the Statement shows that the amount paid by Tenant under SECTION 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual exceeded Tenant’s 's Share of Direct ExpensesExpenses for the Expense Year in question (the "OVERPAYMENT AMOUNT"), Tenant then Landlord shall receive a credit in the amount of Tenant’s overpayment Overpayment Amount against Rent the next due under this Leaseinstallments of Base Rent and Additional Rent; provided, however, that with respect to the final Expense Year of the Lease Term, Landlord shall pay to Tenant the Overpayment Amount, if any, on or before fifteen (15) business days after Tenant's receipt of such Statement. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article ARTICLE 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant shall immediately pay such amount to Landlord within fifteen (15) business days after Tenant's receipt of such amountfinal determination. If Tenant provides a written request to Landlord within one (1) year after receipt of the Statement provided in this SECTION 4.4.1, Tenant shall be entitled, during reasonable business hours, to review Landlord's books and if Tenant paid more as Estimated records on which Landlord has calculated all Direct Expenses and shall promptly thereafter provide its written analysis of Direct Expenses to Landlord. If Tenant's review discloses any overpayment by Tenant, Landlord shall refund such amounts within fifteen (15) business days after receipt of Tenant's calculations; if Tenant's review discloses any underpayment by Tenant, Tenant shall pay such amounts at the time it provides its calculations to Landlord. Tenant's audit shall be conducted by either Tenant or a certified public accountant. Tenant's audit may not be conducted by an individual or entity that is retained by Tenant primarily on a contingent fee basis, other than PricewaterhouseCoopers, Deloitte & Touche, Ernst & Young, or KPMG. The results of the actual audit shall be kept confidential by Tenant and shall remain a private matter between Landlord and Tenant’s Share . Any dispute between Landlord and Tenant concerning any item of Direct Expenses shall not relieve Tenant of liability for payment of all other Excess amounts of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section SECTION 4.4.1 shall survive the expiration or earlier termination of the Lease TermLease.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which shall state in reasonable detail the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement If for each any Expense Year ending or commencing or ending during within the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less Year exceeds the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expensesactually paid by Tenant and received by Landlord, then Tenant shall receive a credit pay to Landlord, in the manner set forth hereinbelow, and as Additional Rent, an amount of Tenant’s overpayment against Rent next due under this Leaseequal to the excess (the "Excess"). The Notwithstanding the foregoing, Landlord and Tenant hereby acknowledge and agree that the failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due, the full amount of the Excess for such Expense Year. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant shall immediately pay to Landlord such amount, and if amount following receipt by Tenant of the Statement setting forth the Excess. In the event that a Statement shall indicate that Tenant has paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct ExpensesExpenses in connection with any Expense Year (an "Overage"), Landlord shall, within thirty (30) days, deliver Tenant shall receive a check payable to Tenant credit against the Rent next due under this Lease in the amount of such Overage (or, in the overpaymentevent that this Lease shall have terminated, Tenant shall receive a refund from Landlord in the amount of such Overage). The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant's Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than twenty-four (24) months after the end of the Expense Year to which such Direct Expenses relate, except where the failure to provide such billing as to any particular item is beyond Landlord's reasonable control (e.g., tax assessments that are late in arriving from the tax assessor), in which case such 24-month limit shall not be applicable.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following Following the end of each Expense Year, Landlord shall endeavor to give to Tenant a statement (the “"Statement”") which Statement shall state the actual Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount amount, if any, of Tenant’s 's Share of Direct Expensessuch amounts. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct ExpensesPayments,” " as that term is defined in Section 4.4.2, 4.4.3 below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice either Landlord or Tenant from enforcing its rights under this Article 4; provided, however, Landlord's failure to provide Tenant with a Statement for a particular Expense Year within twenty-four (24) months after the end of the Expense Year in question shall constitute a waiver of Landlord's right to collect any additional Direct Expenses actually incurred or accrued for that Expense Year which would have been payable based upon such Statement. Notwithstanding the foregoing, such limitation on Landlord's ability to collect any additional Direct Expenses as a result of any late delivery of such Statement shall not preclude Landlord from modifying any Statement once such Statement is timely delivered, as provided hereinabove, to reflect any additional expenses levied by any governmental authority (including, without limitation, as a result of any new or supplemental tax bills issued by the applicable taxing authority) or by any public utility companies; provided, however, Landlord's failure to modify such Statement to reflect any such additional expenses and provide such modified Statement to Tenant within twenty-four (24) months after Landlord receives any such tax bills or utility bills evidencing such additional expenses shall constitute a waiver of Landlord's right to so modify such Statement to collect such additional expenses. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of the Direct Expenses for the Expense Year in which this Lease terminates, if Tenant's Share of Direct Expenses is greater than the amount of estimated Direct Expenses previously paid by Tenant to Landlord, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 4.4.2 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give endeavor to deliver to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share the Operating Expense Excess and/or the Tax Expense Excess, as applicable; provided, however, that Tenant shall have no liability for any Operating Expense Excess or Tax Expense Excess for any Expense Year if the Statement for that Expense Year is delivered to Tenant more than twelve months after the end of Direct Expensesthat Expense Year, excluding any item of expense for which Landlord has not received invoices or other billing from the appropriate vendors within such time period. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, pay with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.25, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Exhibit B. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 4 shall survive the expiration or earlier termination of the Lease Term. Tenant waives and releases any and all objections or claims relating to Direct Expenses for any calendar year unless, within sixty (60) days after Landlord provides Tenant with the annual Statement for the calendar year, Tenant provides Landlord written notice that it disputes the Statement (which notice shall specify in detail the reasons for such dispute as to a particular item or items). If Tenant disputes the Statement then, pending resolution of the dispute, Tenant shall pay the rent in question to Landlord in the amount provided in the disputed Statement.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall use commercially reasonable efforts to give to Tenant within five one hundred fifty (5150) months days following the end of the Base Year and each Expense Year, a statement (the “Statement”) itemized on a line-item by line-item basis, which shall state on a line-item by line-item basis and in a reasonably consistent manner from year to year, the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its it’s the next installment of Base Rent due that which is at least thirty (30) days thereafterfollowing receipt of such Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.2, below. In the event, and if however, that the Estimated Excess paid by Tenant paid more as Estimated Direct Expenses than for any Expense Year exceeds the actual Tenant’s Share Excess for such Expense Year. Landlord shall, within thirty (30) days after its delivery of Direct Expensesthe Statement for such Expense Year, return to Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Leaseits overpayment. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord (provided that in the event that such failure continues for a period of six (6) months following receipt of Notice from Tenant, Tenant may elect to seek specific performance) or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expensesshall have overpaid, Landlord shall, shall refund the overpayment within thirty (30) days, deliver a check payable to Tenant in the amount days of delivery of the overpaymentStatement. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx (a “Supplemental Statement”) for such amounts within two (2) year following Landlord’s receipt of the xxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which that shall state reasonably itemize the Direct Expenses incurred or accrued for such preceding Expense Year, and which that shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year that is first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date that is attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx for such amounts within two (2) years following Landlord’s receipt of the xxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expensesthe Excess. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct ExpensesExcess,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this LeaseLease or, if the Lease Term has expired, a refund as provided below. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4; provided, however, that Landlord may not deliver a Statement, or recover additional Excess with respect thereto, more than two hundred seventy (270) days after the end of the applicable Expense Year. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “Statement”) which shall state in general major categories the Direct Expenses incurred or accrued for the Base Year or such preceding Expense Year, as applicable, and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct ExpensesExcess,” as that term is defined in Section 4.4.24.3.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this LeaseLease or Landlord shall refund the same to Tenant within thirty (30) days following the delivery of the Statement to Tenant if this Lease has terminated. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4, provided that the Statement is first delivered to Tenant no later than eighteen months following the Expense Year, except that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) dayswith the statement, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 4.3.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafterdue, the full amount of Tenant’s 's Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct Expenses,” " as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amountamount within thirty (30) days, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s 's Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than nine (9) months after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, other than expenses levied by any governmental authority or by any public utility companies, as to which such period shall be twenty-four (24) months (provided that Landlord must deliver Tenant a xxxx for any such amounts within twelve (12) months following Landlord’s receipt of the xxxx therefor).

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months 180 days following the end of each Expense Year, a statement (the “Statement”"STATEMENT") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share the Excess. Each Statement shall be itemized with reasonable detail as to general categories and shall specifically note the amount of Direct Expenseseach such category. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that or within 30 days following Tenant's receipt of the Statement, whichever is at least thirty (30) days thereafterlater, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct ExpensesExcess,” " as that term is defined in Section 4.4.2, below, and if . If the amount of the Excess is less than the amount paid by Tenant paid more as Estimated Direct Expenses than Excess during the actual Tenant’s Share of Direct Expensesapplicable Expense Year, Tenant shall receive a credit in the amount of Tenant’s for such overpayment against the Rent next due under this Lease, provided that if the Lease Term has expired, Landlord shall pay the amount of Tenant's overpayment to Tenant. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess if present, Tenant within thirty (30) days following demand by Landlord shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding anything in this Section 4.4.1 to the contrary, except in connection with the Excluded Expenses, Tenant shall not be responsible for Tenant's Share of any Direct Expenses which are first billed to Tenant more than two (2) calendar years after the end of the Expense Year to which such Direct Expenses relate, provided that Tenant shall be responsible for Excluded Expeses first billed to Tenant more than two (2) calendar years after the end of the Expense Year to which such Excluded Expenses relate only to the extent that Landlord becomes aware of such increased Excluded Expenses following such two (2) year period due to governmental revision, supplementation or other governmental action which results in the adjustment of the Excluded Expenses.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord --------------------------------------------------------- shall endeavor to give to Tenant within five (5) months on or before the first day of April following the end of each Expense Year, a statement (the “"Statement”") which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s 's Share thereof and payment of Tenant's Estimated Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if the amount of Tenant's Share of Direct Expenses exceeds Tenant's payment of Tenant's Estimated Direct Expenses for such Expense Year, then Tenant shall pay, with its next installment of Monthly Base Rent due that is at least thirty (30) days thereafterdue, the full amount of such excess (the "Excess") for such Expense Year. If Tenant’s Share 's payment of Tenant's Estimated Direct Expenses exceeds the amount of Tenant's share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2shown on the Statement, below, and if Tenant paid more as then the amount of such excess shall be credited against Tenant's Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease, or if the Lease Term has expired and no further amounts are due from Tenant under this Lease, Landlord shall refund to Tenant the amount of any unapplied excess not later than 30 days following delivery of the Statement. The failure of Landlord to timely furnish the Statement for any Expense Year shall not be deemed a default by Landlord nor shall it prejudice Landlord or Tenant from enforcing its rights under this Article Section 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall endeavor to give to Tenant within five (5) months following the end of each Expense Year, a statement (the “"Statement”") which shall state in general major categories the Direct Expenses incurred or accrued for the Base Year or such preceding Expense Year, as applicable, and which shall indicate the amount of Tenant’s Share the Excess. Landlord shall use commercially reasonable efforts to deliver such Statement to Tenant on or before May 1 following the end of Direct Expensesthe Expense Year to which such Statement relates. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, if an Excess is present, Tenant shall pay, with its next installment of Base Rent due that is at least within thirty (30) days thereafterafter receipt of the Statement, the full amount of Tenant’s Share of Direct Expenses the Excess for such Expense Year, less the amounts, if any, paid during such Expense Year as “"Estimated Direct ExpensesExcess,” " as that term is defined in Section 4.4.24.3.2, below, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Tenant shall receive a credit in the amount of Tenant’s 's overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s 's Share of Direct Expenses for the Expense Year in which this Lease terminates, if an Excess is present, Tenant shall immediately shall, within thirty (30) days after receipt of the Statement, pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses Excess than the actual Tenant’s Share of Direct ExpensesExcess, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpayment. The provisions of this Section 4.4.1 4.3.1 shall survive the expiration or earlier termination of the Lease Term. During the Lease Term expiring May 14, 2015, in no event shall the Direct Expenses (excluding utilities) for an Expense Year increase by more than five percent (5%) over the Base Year.

Statement of Actual Direct Expenses and Payment by Tenant. Landlord shall give to Tenant within five (5) months following the end of each Expense Year (provided that Landlord agrees to utilize commercially reasonable efforts to deliver such Statement to Tenant as soon as practicable following the end of each Expense Year), a statement (the “Statement”) which shall state the Direct Expenses incurred or accrued for such preceding Expense Year, and which shall indicate the amount of Tenant’s Share of Direct Expenses. Upon receipt of the Statement for each Expense Year commencing or ending during the Lease Term, Tenant shall pay, with its next installment of Base Rent due that is at least thirty (30) days thereafter, the full amount of Tenant’s Share of Direct Expenses for such Expense Year, less the amounts, if any, paid during such Expense Year as “Estimated Direct Expenses,” as that term is defined in Section 4.4.2, below, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Tenant shall receive a credit in the amount of Tenant’s overpayment against Rent next due under this Lease. The failure of Landlord to timely furnish the Statement for any Expense Year shall not prejudice Landlord or Tenant from enforcing its rights under this Article 4. Even though the Lease Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the Expense Year in which this Lease terminates, Tenant shall immediately pay to Landlord such amount, and if Tenant paid more as Estimated Direct Expenses than the actual Tenant’s Share of Direct Expenses, Landlord shall, within thirty (30) days, deliver a check payable to Tenant in the amount of the overpaymentoverpayment or apply such overpayment against any unpaid Rent. The provisions of this Section 4.4.1 shall survive the expiration or earlier termination of the Lease Term. Notwithstanding the immediately preceding sentence, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year which are first billed to Tenant more than two (2) calendar years after the earlier of the expiration of the applicable Expense Year or the Lease Expiration Date, provided that in any event Tenant shall be responsible for Tenant’s Share of Direct Expenses levied by any governmental authority or by any public utility companies at any time following the Lease Expiration Date which are attributable to any Expense Year (provided that Landlord delivers Tenant a xxxx for such amounts within two (2) years following Landlord’s receipt of the xxxx therefor).