Common use of Statement/Payment of Direct Expenses Clause in Contracts

Statement/Payment of Direct Expenses. Tenant shall pay to Landlord, on the first day of each calendar month during the Lease Term, commencing January 1, 2003 as Additional Rent, without notice, demand, offset, or deduction (except as provided below), an amount (“Tenant’s Monthly Payment”) equal to one-twelfth of Tenant’s Share of the amount by which the Direct Expenses for each Expense Year following the Base Year exceed the Base Year Direct Expenses (such excess being referred to herein as the “Increased Direct Expenses”), as estimated (and subsequently reconciled) by Landlord in the most recently delivered Estimated Statement (as defined below). Landlord intends to deliver to Tenant, prior to the commencement of each Expense Year following the Base Year during the Lease Term, a written statement (“Estimated Statement”) setting forth Landlord’s estimate of the Direct Expenses and Increased Direct Expenses allocable to the ensuing Expense Year, and Tenant’s Share of such Increased Direct Expenses. Landlord may, at its option, during any Expense Year, deliver to Tenant a revised Estimated Statement, revising Landlord’s estimate of the Direct Expenses and Increased Direct Expenses, in accordance with Landlord’s most current estimate. Within approximately 90 days after the end of each Expense Year during the Lease Term, Landlord intends to deliver to Tenant a written statement (“Actual Statement”) setting forth the actual Direct Expenses allocable to the preceding Expense Year. Tenant’s failure to object to Landlord regarding the contents of an Actual Statement, in writing, within 90 days after delivery to Tenant of such Actual Statement, shall constitute Tenant’s absolute and final acceptance and approval of the Actual Statement. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year exceeds Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Year, then such excess will be credited against future Tenant’s Monthly Payments, unless such Expense Year was the Expense Year during which the Lease Expiration Date occurs (the “Last Calendar Year”), in which event either (i) such excess shall be credited against any monetary default of Tenant under this Lease, or (ii) if Tenant is not in default under this Lease, then Landlord shall (within the time frame for returning Tenant’s Security Deposit) pay to Tenant such excess. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year is less than Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Year, then Tenant shall, within ten days of delivery of the Actual Statement, pay to Landlord the amount of such deficiency. Landlord’s delay in delivering any Estimated Statement or Actual Statement will not release Tenant from its obligation to pay any Tenant’s Monthly Payment or any such excess upon receipt of the Estimated Statement or the Actual Statement, as the case may be. The references in this Paragraph to the actual Increased Direct Expenses allocable to an Expense Year, shall include, if such Expense Year is the Last Calendar Year, the actual Increased Direct Expenses allocable to the portion of such year prior to the Lease Expiration Date, calculated on a pro rata basis, without regard to the date of a particular expenditure.

Statement/Payment of Direct Expenses. Tenant shall pay to ------------------------------------ Landlord, on the first day of each calendar month during the Lease Term, commencing January 1with the first month of the calendar year immediately following the Base Year, 2003 as Additional Rent, without notice, demand, offset, or deduction (except as provided below), an amount (“"Tenant’s 's Monthly Payment”") equal to one-twelfth of Tenant’s 's Share of the amount by which the Direct Expenses for each Expense Year following the Base Year such calendar year exceed the Base Year Direct Expenses (such excess being referred to herein as the “"Increased Direct Expenses”"), as estimated (and subsequently reconciled) by Landlord in the most recently delivered Estimated Statement (as defined below). Landlord intends to deliver to Tenant, prior to the commencement of each Expense Year following the Base Year calendar year during the Lease Term, a written statement (“"Estimated Statement”") setting forth Landlord’s 's estimate of the Direct Expenses and Increased Direct Expenses allocable to the ensuing Expense Yearcalendar year, and Tenant’s 's Share of such Increased Direct Expenses. Landlord may, at its option, during any Expense Yearcalendar year, deliver to Tenant a revised Estimated Statement, revising Landlord’s 's estimate of the Direct Expenses and Increased Direct Expenses, in accordance with Landlord’s 's most current estimate. Within approximately 90 ninety (90) days after the end of each Expense Year calendar year during the Lease Term, Landlord intends to deliver to Tenant a written statement (“"Actual Statement”") setting forth the actual Direct Expenses allocable to the preceding Expense Yearcalendar year or, in the case of the calendar year in which the Commencement Date occurs, such Actual Statement will set forth the Base Year Direct Expenses. Tenant’s 's failure to object to Landlord regarding the contents of an Actual Statement, in writing, within 90 60 days after delivery to Tenant of such Actual Statement, shall constitute Tenant’s 's absolute and final acceptance and approval of the Actual Statement. If the sum of Tenant’s 's Monthly Payments actually paid by Tenant during any Expense Year calendar year exceeds Tenant’s 's Share of the actual Increased Direct Expenses allocable to such Expense Yearcalendar year, then such excess will be credited against future Tenant’s 's Monthly Payments, unless such Expense Year calendar year was the Expense Year calendar year during which the Lease Expiration Date occurs (the “"Last Calendar Year”"), in which event either (i) such excess shall be credited against any monetary default of Tenant under this Lease, or (ii) if Tenant is not in default under this Lease, then Landlord shall (within the time frame for returning Tenant’s Security Deposit) pay to Tenant such excess. If the sum of Tenant’s 's Monthly Payments actually paid by Tenant during any Expense Year calendar year is less than Tenant’s 's Share of the actual Increased Direct Expenses allocable to such Expense Yearcalendar year, then Tenant shall, within ten days of delivery of the Actual Statement, pay to Landlord the amount of such deficiency. Landlord’s 's delay in delivering any Estimated Statement or Actual Statement will not release Tenant from of its obligation to pay any Tenant’s 's Monthly Payment or any such excess upon receipt of the Estimated Statement or the Actual Statement, as the case may be. The references in this Paragraph to the actual Increased Direct Expenses allocable to an Expense Yeara calendar year, shall include, if such Expense Year calendar year is the Last Calendar Yearlast calendar year of the 6 Pacific Tower Full Service Gross Office Copper-Mountain-Lease: 08027.208 Landlord___________Tenant___________ Lease Term, the actual Increased Direct Expenses allocable to the portion of such year prior to the Lease Expiration Date, calculated on a pro rata basis, without regard to the date of a particular expenditure.

Statement/Payment of Direct Expenses. Subject to the rent relief provisions of the Addendum to this Lease, Tenant shall pay to Landlord, on the first day of each calendar month during the Lease Term, commencing January 1, 2003 2010, as Additional Rent, without notice, demand, offset, or deduction (except as provided below), an amount (“"Tenant’s 's Monthly Payment”") equal to one-twelfth of Tenant’s 's Share of the amount by which the Direct Expenses for each Expense Year following the Base Year exceed the Base Year Direct Expenses (such excess being referred to herein as the “"Increased Direct Expenses”"), as estimated (and subsequently reconciled) by Landlord in the most recently delivered Estimated Statement (as defined below). Landlord intends to deliver to Tenant, prior to the commencement of each Expense Year following the Base Year during the Lease Term, a written statement (“"Estimated Statement”") setting forth Landlord’s 's estimate of the Direct Expenses and Increased Direct Expenses allocable to the ensuing Expense Year, and Tenant’s 's Share of such Increased Direct Expenses. Landlord may, at its option, during any Expense Year, deliver to Tenant a revised Estimated Statement, revising Landlord’s 's estimate of the Direct Expenses and Increased Direct Expenses, in accordance with Landlord’s 's most current estimate. Within approximately 90 days after the end of each Expense Year during the Lease Term, Landlord intends to shall deliver to Tenant a written statement (“"Actual Statement”") setting forth the actual Direct Expenses allocable to the preceding Expense Year. Tenant’s 's failure to object to Landlord regarding the contents of an Actual Statement, in writing, within 90 180 days after delivery to Tenant of such Actual Statement, shall constitute Tenant’s 's absolute and final acceptance and approval of the Actual Statement, absent fraud. If the sum of Tenant’s 's Monthly Payments actually paid by Tenant during any Expense Year exceeds Tenant’s 's Share of the actual Increased Direct Expenses allocable to such Expense Year, then such excess will be credited against future Tenant’s 's Monthly Payments, unless such Expense Year was the Expense Year during which the Lease Expiration Date occurs (the “"Last Calendar Year”"), in which event either (i) such excess shall be credited against any monetary default of Tenant under this Lease, or (ii) if Tenant is not in default under this Lease, then Landlord shall (within the time frame for returning Tenant’s 's Security Deposit) pay to Tenant such excess. If the sum of Tenant’s 's Monthly Payments actually paid by Tenant during any Expense Year is less than Tenant’s 's Share of the actual Increased Direct Expenses allocable to such Expense Year, then Tenant shall, within ten days of delivery of the Actual Statement, pay to Landlord the amount of such deficiency. Landlord’s 's delay in delivering any Estimated Statement or Actual Statement will not release Tenant from its obligation to pay any Tenant’s 's Monthly Payment or any such excess upon receipt of the Estimated Statement or the Actual Statement, as the case may be. Notwithstanding the foregoing sentence, Tenant shall have no obligation to pay any excess amounts it may owe with respect to Direct Expenses for any Expense Year unless Landlord delivers an Actual Statement or other notice to Tenant regarding such excess amounts within 12 months after such applicable Expense Year. The references in this Paragraph to the actual Increased Direct Expenses allocable to an Expense Year, shall include, if such Expense Year is the Last Calendar Year, the actual Increased Direct Expenses allocable to the portion of such year prior to the Lease Expiration Date, calculated on a pro rata basis, without regard to the date of a particular expenditure. The provisions of this Paragraph 8.4 shall survive the termination of this Lease, and even though the Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant's Share of Direct Expenses for the year in which this Lease terminates, Tenant shall immediately pay any increase due over the estimated expenses paid by Tenant pursuant hereto and conversely any overpayment made in Tenant's estimated payments shall be immediately rebated by Landlord to Tenant.

Statement/Payment of Direct Expenses. Tenant shall pay to Landlord, on the first day of each calendar month during the Lease Term, commencing with January 1, 2003 2000, as Additional Rent, without notice, demand, offset, or deduction (except as provided below), an amount (“Tenant’s Monthly Payment”) equal to one-twelfth of Tenant’s Share of the amount by which the Direct Expenses for each Expense Year following the Base Year such calendar year exceed the Base Year Direct Expenses (such excess being referred to herein as the “Increased Direct Expenses”), as estimated (and subsequently reconciled) by Landlord in the most recently delivered Estimated Statement (as defined below). Landlord intends to deliver to Tenant, prior to the commencement of each Expense Year following the Base Year calendar year during the Lease Term, a written statement (“Estimated Statement”) setting forth Landlord’s estimate of the Direct Expenses and Increased Direct Expenses allocable to the ensuing Expense Yearcalendar year, and Tenant’s Share of such Increased Direct Expenses. Landlord may, at its option, during any Expense Yearcalendar year, deliver to Tenant a revised Estimated Statement, revising Landlord’s estimate of the Direct Expenses and Increased Direct Expenses, in accordance with Landlord’s most current estimate. Within approximately 90 ninety (90) days after the end of each Expense Year calendar year during the Lease Term, Landlord intends to deliver to Tenant a written statement (“Actual Statement”) setting forth the actual Direct Expenses allocable to the preceding Expense Yearcalendar year or, in the case of the calendar year in which the Commencement Date occurs, such Actual Statement will set forth the Base Year Direct Expenses. Tenant’s failure to object to Landlord regarding the contents of an Actual Statement, in writing, within 90 30 days after delivery to Tenant of such Actual Statement, shall constitute Tenant’s absolute and final acceptance and approval of the Actual Statement. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year calendar year exceeds Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Yearcalendar year, then such excess will be credited against future Tenant’s Monthly Payments, unless such Expense Year calendar year was the Expense Year calendar year during which the Lease Expiration Date occurs (the “Last Calendar Year”), in which event either (i) such excess shall be credited against any monetary default of Tenant under this Lease, or (ii) if Tenant is not in default under this Lease, then Landlord shall (within the time frame for returning Tenant’s Security Deposit) pay to Tenant such excess. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year calendar year is less than Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Yearcalendar year, then Tenant shall, within ten days of delivery of the Actual Statement, pay to Landlord the amount of such deficiency. Landlord’s delay in delivering any Estimated Statement or Actual Statement will not release Tenant from of its obligation to pay any Tenant’s Monthly Payment or any such excess upon receipt of the Estimated Statement or the Actual Statement, as the case may be. The references in this Paragraph paragraph to the actual Increased Direct Expenses allocable to an Expense Yeara calendar year, shall include, if such Expense Year calendar year is the Last Calendar Yearlast calendar year of the Lease Term, the actual Increased Direct Expenses allocable to the portion of such year prior to the Lease Expiration Date, calculated on a pro rata basis, without regard to the date of a particular expenditure.

Statement/Payment of Direct Expenses. Tenant shall pay to Landlord, on the first day of each calendar month during the Lease Term, commencing January 1, 2003 2001, as Additional Rent, without notice, demand, offset, or deduction (except as provided below), an amount (“Tenant’s Monthly Payment”) equal to one-twelfth of Tenant’s Share of the amount by which the Direct Expenses for each Expense Year following the Base Year such calendar year exceed the Base Year Direct Expenses (such excess being referred to herein as the “Increased Direct Expenses”), as estimated (and subsequently reconciled) by Landlord in the most recently delivered Estimated Statement (as defined below). Landlord intends to deliver to Tenant, prior to the commencement of each Expense Year following the Base Year calendar year during the Lease Term, a written statement (“Estimated Statement”) setting forth Landlord’s estimate of the Direct Expenses and Increased Direct Expenses allocable to the ensuing Expense Yearcalendar year, and Tenant’s Share of such Increased Direct Expenses. Landlord may, at its option, during any Expense Yearcalendar year, deliver to Tenant a revised Estimated Statement, revising Landlord’s estimate of the Direct Expenses and Increased Direct Expenses, in accordance with Landlord’s most current estimate. Within approximately 90 ninety (90) days after the end of each Expense Year during the Lease Term, Landlord intends to deliver to Tenant a written statement (“Actual Statement”) setting forth the actual Direct Expenses allocable to the preceding Expense Yearcalendar year. Tenant’s failure to object to Landlord regarding the contents of an Actual Statement, in writing, within 90 days after delivery to Tenant of such Actual Statement, shall constitute Tenant’s absolute and final acceptance and approval of the Actual Statement. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year calendar year exceeds Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Yearcalendar year, then such excess will be credited against future Tenant’s Monthly Payments, unless such Expense Year calendar year was the Expense Year calendar year during which the Lease Expiration Date occurs (the “Last Calendar Year”), in which event either (i) such excess shall be credited against any monetary default of Tenant under this Lease, or (ii) if Tenant is not in default under this Lease, then Landlord shall (within the time frame for returning Tenant’s Security Deposit) pay to Tenant such excess. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year calendar year is less than Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Yearcalendar year, then Tenant shall, within ten days of delivery of the Actual Statement, pay to Landlord the amount of such deficiency. Landlord’s delay in delivering any Estimated Statement or Actual Statement will not release Tenant from its obligation to pay any Tenant’s Monthly Payment or any such excess upon receipt of the Estimated Statement or the Actual Statement, as the case may be. The references in this Paragraph to the actual Increased Direct Expenses allocable to an Expense Yeara calendar year, shall include, if such Expense Year calendar year is the Last Calendar Year, the actual Increased Direct Expenses allocable to the portion of such year prior to the Lease Expiration Date, calculated on a pro rata basis, without regard to the date of a particular expenditure.

Statement/Payment of Direct Expenses. Tenant shall pay to Landlord, on the first day of each calendar month during the Lease Term, commencing on the first January 11 following the Base Year (provided Landlord has delivered to Tenant the Estimated Statement at least ten days prior to such date), 2003 as Additional Rent, without notice, demand, offset, or deduction (except as provided belowherein), an amount (“Tenant’s Monthly Payment”) equal to one-twelfth of Tenant’s Share of the amount by which the Direct Expenses for each Expense Year following the Base Year exceed the Base Year Direct Expenses (such excess being referred to herein as the “Increased Direct Expenses”), as estimated (and subsequently reconciled) by Landlord in the most recently delivered Estimated Statement (as defined below). Landlord intends to deliver to Tenant, prior to the commencement of each Expense Year following the Base Year during the Lease Term, a written statement itemized on a line-by-line basis (“Estimated Statement”) setting forth Landlord’s estimate of the Direct Expenses and Increased Direct Expenses allocable to the ensuing Expense Year, and Tenant’s Share of such Increased Direct Expenses. Landlord may, at its option, during any Expense Year, deliver to Tenant a revised Estimated Statement, revising Landlord’s estimate of the Direct Expenses and Increased Direct Expenses, in accordance with Landlord’s most current estimate. Within approximately 90 days after the end of each Expense Year during the Lease Term, Landlord intends to shall deliver to Tenant a written statement (“Actual Statement”) setting forth the actual Direct Expenses allocable to the preceding Expense Year, as well as the Direct Expenses for the Base Year, all itemized on a line-by-line basis. Tenant’s failure to object to Landlord regarding the contents of an Actual Statement, in writing, within 90 365 days after delivery to Tenant of such Actual StatementStatement (except that in the case of the Base Year, Tenant shall have two years following delivery to Tenant of such Actual Statement for the Base Year in which to object), shall constitute Tenant’s absolute and final acceptance and approval of the Actual Statement. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year exceeds Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Year, then such excess will be credited against future Tenant’s Monthly Payments, unless such Expense Year was the Expense Year during which the Lease Expiration Date occurs (the “Last Calendar Year”), in which event either (i) such excess shall be credited against any monetary default of Tenant under this LeaseLease (with any unused portion thereof returned to Tenant), or (ii) if Tenant is not in default under this Lease, then Landlord shall (within the time frame for returning Tenant’s Security Deposit) pay to Tenant such excess. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year is less than Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Year, then Tenant shall, within ten 30 days of delivery of the Actual Statement, pay to Landlord the amount of such deficiency. Landlord’s delay in delivering any Estimated Statement or Actual Statement will not release Tenant from its obligation to pay any Tenant’s Monthly Payment or any such excess upon receipt of the Estimated Statement or the Actual Statement, as the case may be; provided, however, Tenant shall not be responsible for Tenant’s Share of any Direct Expenses attributable to any Expense Year that are first billed to Tenant more than one year after the Lease Expiration Date. The references in this Paragraph to the actual Increased Direct Expenses allocable to an Expense Year, shall include, if such Expense Year is the Last Calendar Year, the actual Increased Direct Expenses allocable to the portion of such year prior to the Lease Expiration Date, calculated on a pro rata basis, without regard to the date of a particular expenditure.

Statement/Payment of Direct Expenses. Tenant shall pay to Landlord, on the first day of each calendar month during the Lease Term, commencing January 1, 2003 2003, as Additional Rent, without notice, demand, offset, or deduction (except as provided below), an amount (“Tenant’s Monthly Payment”) equal to one-twelfth of Tenant’s Share of the amount by which the Direct Expenses for each Expense Year following the Base Year exceed the Base Year Direct Expenses (such excess being referred to herein as the “Increased Direct Expenses”), as estimated (and subsequently reconciled) by Landlord in the most recently delivered Estimated Statement (as defined below). Landlord intends to deliver to Tenant, prior to the commencement of each Expense Year following the Base Year during the Lease Term, a written statement (“Estimated Statement”) setting forth Landlord’s estimate of the Direct Expenses and Increased Direct Expenses allocable to the ensuing Expense Year, and Tenant’s Share of such Increased Direct Expenses. Landlord may, at its option, during any Expense Year, deliver to Tenant a revised Estimated Statement, revising Landlord’s estimate of the Direct Expenses and Increased Direct Expenses, in accordance with Landlord’s most current estimate. Within approximately 90 days after the end of each Expense Year during the Lease Term, Landlord intends to deliver to Tenant a written statement (“Actual Statement”) setting forth the actual Direct Expenses allocable to the preceding Expense Year. Tenant’s failure to object to Landlord regarding the contents of an Actual Statement, in writing, within 90 days after delivery to Tenant of such Actual Statement, shall constitute Tenant’s absolute and final acceptance and approval of the Actual Statement. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year exceeds Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Year, then such excess will be credited against future Tenant’s Monthly Payments, unless such Expense Year was the Expense Year during which the Lease Expiration Date occurs (the “Last Calendar Year”), in which event either (i) such excess shall be credited against any monetary default of Tenant under this Lease, or (ii) if Tenant is not in default under this Lease, then Landlord shall (within the time frame for returning Tenant’s Security Deposit) pay to Tenant such excess. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year is less than Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Year, then Tenant shall, within ten days of delivery of the Actual Statement, pay to Landlord the amount of such deficiency. Landlord’s delay in delivering any Estimated Statement or Actual Statement will not release Tenant from its obligation to pay any Tenant’s Monthly Payment or any such excess upon receipt of the Estimated Statement or the Actual Statement, as the case may be. The references in this Paragraph to the actual Increased Direct Expenses allocable to an Expense Year, shall include, if such Expense Year is the Last Calendar Year, the actual Increased Direct Expenses allocable to the portion of such year prior to the Lease Expiration Date, calculated on a pro rata basis, without regard to the date of a particular expenditure.

Statement/Payment of Direct Expenses. Subject to the last two sentences of this Paragraph 8.4.2, Tenant shall pay to Landlord, on the first day of each calendar month during the Lease Term, commencing January 1, 2003 2015, as Additional Rent, without notice, demand, offset, or deduction (except as provided below), an amount (“Tenant’s Monthly Payment”) equal to one-twelfth of Tenant’s Share of the amount by which the Direct Expenses for each Expense Year following the Base Year exceed the Base Year Direct Expenses (such excess being referred to herein as the “Increased Direct Expenses”), as estimated (and subsequently reconciled) by Landlord in the most recently delivered Estimated Statement (as defined below). Landlord intends to deliver to Tenant, prior to the commencement of each Expense Year following the Base Year during the Lease Term, a written statement (“Estimated Statement”) setting forth Landlord’s estimate of the Direct Expenses and Increased Direct Expenses allocable to the ensuing Expense Year, and Tenant’s Share of such Increased Direct Expenses. Any failure of Landlord to timely deliver an Estimated Statement shall not affect Landlord’s rights to receive payments and revise any previously-delivered Estimated Statement under this Paragraph 8.4.2. Landlord may, at its option, during any Expense Year, deliver to Tenant a revised Estimated Statement, revising Landlord’s estimate of the Direct Expenses and Increased Direct Expenses, in accordance with Landlord’s most current estimate. Within approximately 90 one hundred twenty (120) days after the end of each Expense Year during the Lease Term, Landlord intends to deliver to Tenant a written statement (“Actual Statement”) setting forth the actual Direct Expenses allocable to the preceding Expense Year. Tenant’s failure to object to Landlord regarding the contents of an Actual Statement, in writing, within 90 thirty (30) days after delivery to Tenant of such Actual Statement, shall constitute Tenant’s absolute and final acceptance and approval of the Actual Statement. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year exceeds Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Year, then such excess will be credited against future Tenant’s Monthly Payments, unless such Expense Year was the Expense Year during which the Lease Expiration Date occurs (the “Last Calendar Year”), in which event either (i) such excess shall be credited against any monetary default of Tenant under this Lease, or (ii) if Tenant is not in default under this Lease, then Landlord shall (within the time frame for returning Tenant’s Security Deposit) pay to Tenant such excess. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year is less than Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Year, then Tenant shall, within ten twenty (20) days of delivery of the Actual Statement, pay to Landlord the amount of such deficiency. Landlord’s delay in delivering any Estimated Statement or Actual Statement will not release Tenant from its obligation to pay any Tenant’s Monthly Payment or any such excess upon receipt of the Estimated Statement or the Actual Statement, as the case may be. The references in this Paragraph to the actual Increased Direct Expenses allocable to an Expense Year, shall include, if such Expense Year is the Last Calendar Year, the actual Increased Direct Expenses allocable to the portion of such year prior to the Lease Expiration Date, calculated on a pro rata basis, without regard to the date of a particular expenditure.. The provisions of this Paragraph 8.4 shall survive the termination of this Lease, and even though the Term has expired and Tenant has vacated the Premises, when the final determination is made of Tenant’s Share of Direct Expenses for the year in which this Lease terminates, Tenant shall immediately pay any increase due over the estimated expenses paid by Tenant pursuant hereto and conversely any overpayment made in Tenant’s estimated payments shall be rebated by Landlord to Tenant. Notwithstanding anything to the contrary in this Paragraph 8.4.2, Tenant shall not be required to pay Tenant’s Monthly Payment during the first 12 months of the Initial Lease Term; provided, however, that, on the first day of each calendar month, Tenant shall be responsible to pay one-twelfth of Tenant’s Share of the amount by which Tax Expenses for the Expense Year commencing January 1, 2015 exceeds Tax Expenses during the Base Year if the Project is sold. For the avoidance of doubt, such limitation on Tenant’s obligation to pay Tenant’s Monthly Payment shall not extend beyond the 12-month Initial Lease Term as defined in Paragraph 2.5 above, regardless of any extension or modification of the Term or during any holdover tenancy. Landlord _______________ Tenant ______________

Statement/Payment of Direct Expenses. Tenant shall pay to Landlord, on the first day of each calendar month during the Lease Term, commencing with January 1, 2003 2000, as Additional Rent, without notice, demand, offset, or deduction (except as provided below), an amount (“"Tenant’s 's Monthly Payment”") equal to one-twelfth of Tenant’s 's Share of the amount by which the Direct Expenses for each Expense Year following the Base Year such calendar year exceed the Base Year Direct Expenses (such excess being referred to herein as the “"Increased Direct Expenses”"), as estimated (and subsequently reconciled) by Landlord in the most recently delivered Estimated Statement (as defined below). Landlord intends to deliver to Tenant, prior to the commencement of each Expense Year following the Base Year calendar year during the Lease Term, a written statement (“"Estimated Statement”") setting forth Landlord’s 's estimate of the Direct Expenses and Increased Direct Expenses allocable to the ensuing Expense Yearcalendar year, and Tenant’s 's Share of such Increased Direct Expenses. Landlord may, at its option, during any Expense Yearcalendar year, deliver to Tenant a revised Estimated Statement, revising Landlord’s 's estimate of the Direct Expenses and Increased Direct Expenses, in accordance with Landlord’s 's most current estimate. Within approximately 90 days ninety (90)-days after the end of each Expense Year calendar year during the Lease Term, Landlord intends to shall deliver to Tenant a written statement (“"Actual Statement”") setting forth the actual Direct Expenses allocable to the preceding Expense Yearcalendar year or, in the case of the calendar year in which the Commencement Date occurs, such Actual Statement will set forth the Base Year Direct Expenses. Tenant’s 's failure to object to Landlord regarding the contents of an Actual Statement, in writing, within 90 90-days after delivery to Tenant of such Actual Statement, shall constitute Tenant’s 's absolute and final acceptance and approval of the Actual Statement. If the sum of Tenant’s 's Monthly Payments actually paid by Tenant during any Expense Year calendar year exceeds Tenant’s 's Share of the actual Increased Direct Expenses allocable to such Expense Yearcalendar year, then such excess will be credited against future Tenant’s 's Monthly Payments, unless such Expense Year calendar year was the Expense Year calendar year during which the Lease Expiration Date occurs (the “"Last Calendar Year”"), in which event either (i) such i)-such excess shall be credited against any monetary default of Tenant under this Lease, or (ii) if ii)-if Tenant is not in default under this Lease, then Landlord shall (within the time frame for returning Tenant’s Security Deposit) pay to Tenant such excessexcess within thirty (30) days following the Lease Expiration Date. If the sum of Tenant’s 's Monthly Payments actually paid by Tenant during any Expense Year calendar year is less than Tenant’s 's Share of the actual Increased Direct Expenses allocable to such Expense Yearcalendar year, then Tenant shall, within ten thirty (30) days of delivery of the Actual Statement, pay to Landlord the amount of such deficiency. Landlord’s 's delay in delivering any Estimated Statement or Actual Statement will not release Tenant from of its obligation to pay any Tenant’s 's Monthly Payment or any such excess upon receipt of the Estimated Statement or the Actual Statement, as the case may be. The references in this Paragraph paragraph to the actual Increased Direct Expenses allocable to an Expense Yeara calendar year, shall include, if such Expense Year calendar year is the Last Calendar Yearlast calendar year of the Lease Term, the actual Increased Direct Expenses allocable to the portion of such year prior to the Lease Expiration Date, calculated on a pro rata basis, without regard to the date of a particular expenditure.

Statement/Payment of Direct Expenses. Tenant shall pay to Landlord, on the first day of each calendar month during the Lease Term, commencing January 1on the first day of the calendar year immediately following the Base Year, 2003 as Additional Rent, without notice, demand, offset, or deduction (except as provided below), an amount (“Tenant’s Monthly Payment”) equal to one-twelfth of Tenant’s Share of the amount by which the Direct Expenses for each Expense Year following the Base Year such calendar year exceed the Base Year Direct Expenses (such excess being referred to herein as the “Increased Direct Expenses”), as estimated (and subsequently reconciled) by Landlord in the most recently delivered Estimated Statement (as defined below). Landlord intends to deliver to Tenant, prior to the commencement of each Expense Year following the Base Year during the Lease Term, a written statement (“Estimated Statement”) setting forth Landlord’s estimate of the Direct Expenses and Increased Direct Expenses allocable to the ensuing Expense Year, and Tenant’s Share of such Increased Direct Expenses. Landlord may, at its option, during any Expense Year, deliver to Tenant a revised Estimated Statement, revising Landlord’s estimate of the Direct Expenses and Increased Direct Expenses, in accordance with Landlord’s most current estimate. Within approximately 90 ninety (90) days after the end of each Expense Year during the Lease Term, Landlord intends to deliver to Tenant a written statement (“Actual Statement”) setting forth the actual Direct Expenses allocable to the preceding Expense Year. Tenant’s failure to object to Landlord regarding the contents of an Actual Statement, in writing, within 90 days after delivery to Tenant of such Actual Statement, shall constitute Tenant’s absolute and final acceptance and approval of the Actual Statement. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year exceeds Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Year, then such excess will be credited against future Tenant’s Monthly Payments, unless such Expense Year was the Expense Year calendar year during which the Lease Expiration Date occurs (the “Last Calendar Year”), in which event either (i) such excess shall be credited against any monetary default of Tenant under this Lease, or (ii) if Tenant is not in default under this Lease, then Landlord shall (within the time frame for returning Tenant’s Security Deposit) pay to Tenant such excess. If the sum of Tenant’s Monthly Payments actually paid by Tenant during any Expense Year is less than Tenant’s Share of the actual Increased Direct Expenses allocable to such Expense Year, then Tenant shall, within ten days of delivery of the Actual Statement, pay to Landlord the amount of such deficiency. Landlord’s delay in delivering any Estimated Statement or Actual Statement will not release Tenant from its obligation to pay any Tenant’s Monthly Payment or any such excess upon receipt of the Estimated Statement or the Actual Statement, as the case may be. The references in this Paragraph to the actual Increased Direct Expenses allocable to an a Expense Year, shall include, if such Expense Year is the Last Calendar Year, the actual Increased Direct Expenses allocable to the portion of such year prior to the Lease Expiration Date, calculated on a pro rata basis, without regard to the date of a particular expenditure.