Common use of Tax Adjustment Clause in Contracts

Tax Adjustment. Tenant shall pay as additional rent for each Calendar Year that amount (the "Tax Adjustment Amount") which is Tenant's Proportionate Share of the amount by which the Taxes incurred with respect to such Calendar Year exceed the Tax Base Amount. The Tax Adjustment Amount with respect to each Calendar Year shall be paid in monthly installments, in an amount estimated from time to time by Landlord and communicated by written notice to Tenant. Following the close of each Calendar Year, Landlord shall cause the amount of the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver to Tenant a statement of such amount and Tenant shall pay any deficiency as shown by such statement to Landlord within 30 days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Year exceeds the actual Tax Adjustment Amount due from Tenant for such Calendar Year, then, at Landlord's option such excess shall be either credited against payments next due hereunder or refunded by Landlord, provided Tenant is not then in default hereunder. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if the authority to whom such assessment is to be paid shall not permit such assessment to be paid in installments, the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar Year.

Tax Adjustment. Tenant shall pay to Landlord or Landlord's agent as additional rent for each Calendar Year that Additional Rent, an amount (the "Tax Adjustment Amount") which is equal to Tenant's Proportionate Share of the amount by which the of Taxes incurred with respect to such each Calendar Year exceed the Tax Base Amountor any portion thereof. The Tax Adjustment Amount with respect to each Calendar Year shall be paid in monthly installments, installments during that Calendar Year in an amount reasonably estimated from time to time by Landlord and communicated by written notice to Tenant. If Taxes for any Calendar Year are payable in whole or in part before the end of that Calendar Year, Tenant shall, within thirty (30) days after the written request of Landlord, promptly pay Tenant's Proportionate Share of the payment as a special installment, after deducting installments previously paid by Tenant under this Section 3(d) for such Calendar Year. Following the close final payment of Taxes for each Calendar Year, Landlord shall cause the amount of compute the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such that Calendar Year and Landlord shall deliver to Tenant a statement of such amount and the Tax Adjustment Amount plus a statement of all estimated installments paid by Tenant for that Calendar Year. Tenant shall pay to Landlord any deficiency as shown by such the statement to Landlord within 30 thirty (30) days after receipt of such Tenant receives the statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Year exceeds exceed the actual Tax Adjustment Amount amount due, Landlord shall either credit the excess against Rent or any other payment next due to Landlord from Tenant for such Calendar Year, then, hereunder or at Landlord's option such excess shall be either credited against payments next due hereunder or refunded by Landlordoption, provided and if Tenant is not then in default Default hereunder, refund the excess to Tenant. If Tenant is then in Default hereunder, Landlord shall apply the difference first to any delinquent Rent hereunder (including interest thereon) and then to the next succeeding payments of Rent coming due hereunder. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. The foregoing obligations of Landlord and Tenant shall survive the expiration of the Term. In determining the amount of Taxes for any yearCalendar Year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such the special assessment required to be paid during such that year as if the Landlord had elected to have such the special assessment paid over the maximum period of time permitted by law; if . All references to Taxes "for" a particular year shall be deemed to refer to Taxes paid or payable for the authority year without regard to whom when such assessment is to be paid Taxes are levied or assessed. Delay in computing the Tax Adjustment Amount shall not permit such assessment be deemed a Default hereunder or a waiver of Landlord's right to be paid in installments, collect the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar YearTax Adjustment Amount.

Tax Adjustment. Beginning on May 1, 1996, Tenant shall pay to Landlord as additional rent for each Calendar Year that Rent, in addition to the Base Rent required by Section 1 hereof, an amount (the "Tax Adjustment Amount") which is equal to Tenant's Proportionate Share of the amount by which the total Taxes incurred paid during each Calendar Year exceeds the amount of the Taxes paid with respect to such Calendar Year exceed the Tax Base AmountYear. The Tax Adjustment Amount with respect to each Calendar Year shall be paid in monthly installments, in an amount reasonably estimated from time to time by Landlord (based upon the most recent tax bills and tax assessment information available) and communicated by written notice to Tenant. Following Landlord shall cause to be kept books and records showing Taxes in accordance with an appropriate system of accounts and accounting practices consistently maintained. As promptly as practicable following the close issuance of the second installment tax bill xx each Calendar Year, Landlord shall cause its accountants to review such books and records (and to do such other work as may be necessary to enable such accountants to give the statement hereinafter required) and to deliver to Landlord their statement specifying the amount of Taxes for such Calendar Year for the Building. After receipt of such statement, Landlord shall cause the amount of the Tax Adjustment Amount for such Calendar Year calendar year to be computed based on Taxes for due and payable in such Calendar Year for the Building as specified in such accountant's statement and Landlord shall deliver to Tenant a statement of such amount amount, together with copies of the applicable tax bills, and Tenant shall pay any deficiency to Landlord as shown by such statement to Landlord within 30 thirty (30) days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Year exceeds the actual Tax Adjustment Amount due from Tenant for such Calendar Year, then, at Landlord's option option, such excess shall be either credited against payments next due hereunder or refunded by LandlordLandlord within thirty (30) days, provided Tenant is not then in default Default hereunder. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if the authority . All references to whom such assessment is to be paid shall not permit such assessment to be paid in installments, the amount of such assessment Taxes "for" a particular year shall be treated as being amortized over deemed to refer to Taxes paid during such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and year without regard to when such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar Yearare assessed or levied.

Tax Adjustment. During each Lease Year commencing with the Lease -------------- Year 1998, Tenant shall pay pay, as additional rent for each Calendar Year that Additional Charges, an amount (hereinafter referred to as the "Tax Adjustment AmountTAX ADJUSTMENT AMOUNT") which is equal to Tenant's Proportionate Share of the excess of Taxes for each such Lease Year over the amount by of Taxes for the Base Year; except that Tenant shall be required to pay only a pro rata amount of the Tax Adjustment Amount for the Lease Year in which the Taxes incurred with respect to such Calendar Year exceed last days of the Tax Base AmountTerm occur, pro rated on a per diem basis. The Tax Adjustment Amount with respect to each Calendar Lease Year shall be paid in monthly installmentsinstallments in advance on the first day of each and every calendar month during such Lease Year, commencing January 1, 1998, in an amount estimated from time to time by Landlord and communicated by written notice to Tenant. Following As soon as practicable following the close of each Calendar Yearthe 1998 and subsequent Lease Years, Landlord shall cause the amount and receipt of the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such Calendar Year and actual tax bills, Landlord shall deliver to Tenant a statement setting forth (a) the actual Tax Adjustment Amount for such Lease Year; (b) the total of the estimated monthly installments of the Tax Adjustment Amount paid to Landlord for such Lease Year; and (c) the amount and of any excess or deficiency with respect to such Lease Year. Tenant shall pay any deficiency to Landlord as shown by such statement to Landlord within 30 thirty (30) days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Lease Year exceeds the actual Tax Adjustment Amount due from Tenant for such Calendar Lease Year, then, at Landlord's option such excess shall be either credited against payments next due hereunder or refunded by Landlord, provided Tenant is not then in default hereunder. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if the authority to whom such assessment is to be paid shall not permit such assessment to be paid in installments, the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar Year.

Tax Adjustment. Tenant shall pay as additional rent for each Calendar Year that rent, in addition to the Base Rent required by Paragraph 2 hereof, an amount (the "Tax Adjustment Amount") which is equal to Tenant's Proportionate Share of the amount by which the Taxes incurred with respect to such each Calendar Year exceed exceeds the Tax Taxes with respect to the Base AmountYear. The Tax Adjustment Amount with respect to each Calendar Year shall be paid annually, not more than 30 days before the underlying amount is due by Landlord to the taxing authorities; provided that if Landlord is required by its mortgagee to escrow for taxes in monthly installments, upon written notice from Landlord (which need be given only once during the Term), Tenant shall pay the Tax Adjustment Amount in an amount monthly installments on the first day of each calendar month in amounts reasonably estimated from time to time by Landlord and communicated by written notice to Tenant. Following the close of each Calendar Year, Landlord shall cause the amount of the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver to Tenant a statement of such amount and Tenant shall pay the required amount, or any deficiency deficiency, as shown by such statement to Landlord within 30 days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Year on account of Taxes exceeds the actual Tax Adjustment Amount due from Tenant for such Calendar Year, then, at Landlord's option such excess shall be either credited against payments next due hereunder or refunded by Landlord, provided Tenant is not then in default hereunder. The amount of any refund of Taxes received by Landlord Landlord, net of Landlord's costs related thereto, shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if the authority to whom such assessment is to be paid shall not permit such assessment to be paid in installments, the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 158% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar Year.

Tax Adjustment. Tenant shall pay as additional rent for each Calendar Year that rent, in addition to the Base Rent required by Paragraph 2 hereof, an amount (the "Tax Adjustment Amount") which is equal to Tenant's Proportionate Share of the amount by which the Taxes incurred with respect to such each Calendar Year exceed exceeds the Tax Taxes with respect to the Base AmountYear. The Tax Adjustment Amount with respect to each Calendar Year shall be paid in monthly installments, payable in an amount advance on the first day of each calendar month during the course of such year in amounts estimated from time to time by Landlord and communicated by written notice to Tenant. Following the close of each Calendar Year, Landlord shall cause the amount of the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver to Tenant a statement of such amount and Tenant shall pay any deficiency as shown by such statement to Landlord within 30 days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Year exceeds the actual Tax Adjustment Amount due from Tenant for such Calendar Year, then, at Landlord's option such excess shall be either credited against payments next due hereunder or refunded by Landlord, provided Tenant is not then in default hereunderDefault hereunder (provided that if such excess exceeds the monthly installment of Rent next coming due, such excess shall be refunded to Tenant, rather than credited against Rent, by Landlord). The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if the authority to whom such assessment is to be b paid shall not permit such assessment to be paid in installments, the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar Year.

Tax Adjustment. Tenant shall pay to Landlord or Landlord's agent as additional rent for each Calendar Year that Additional Rent, an amount (the "Tax Adjustment Amount") which is equal to Tenant's Proportionate Share of the amount by which the of Taxes incurred with respect to such each Calendar Year exceed the Tax Base AmountYear. The Tax Adjustment Amount with respect to each Calendar Year shall be paid in monthly installments, installments during such Calendar Year in an amount estimated from time to time by Landlord (but in no event shall Landlord revise such estimate more than two (2) times in any Calendar Year) and communicated by written notice to Tenant. If any portion of Taxes for any Calendar Year is payable in whole or in part before the end of such Calendar Year, Tenant shall, within thirty (30) days after the written request of Landlord, promptly pay its Proportionate Share of such payment as a special installment, after deducting installments previously paid by Tenant under this Section 3C for such Calendar Year. Following the close final payment of Taxes for each Calendar Year, Landlord shall cause the amount of the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver to Tenant a statement of such amount and plus a statement of all estimated installments paid by Tenant for such Calendar Year. Tenant shall pay to Landlord any deficiency as shown by such statement to Landlord within 30 thirty (30) days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Year exceeds exceed the actual Tax Adjustment Amount due from Tenant for such Calendar Yearamount due, then, at Landlord's option such excess shall be either credited against payments next due hereunder or refunded by Landlord, provided and if Tenant is not then in default (beyond the expiration of any applicable cure period) hereunder, Landlord shall either credit the excess against payments of Base Rent and Additional Rent next due to Landlord from Tenant hereunder or, at Tenant's option, refund the excess to Tenant. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if . All references to Taxes "for" a particular year shall be deemed to refer to Taxes assessed for such year, notwithstanding that such Taxes are billed and paid in a subsequent Calendar Year. Delay in computation of the authority to whom such assessment is to be paid Tax Adjustment Amount shall not permit such assessment be deemed a default hereunder or a waiver of Landlord's right to be paid in installments, collect the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar YearTax Adjustment Amount.

Tax Adjustment. Tenant Lessee shall have the right to join with Lessor to contest any real estate tax increase levied against the Demised Premises with any taxing authority responsible for said increase. ARTICLE IV OTHER CHARGES In addition to the rentals provided, Lessee covenants and agrees to pay: 1. All excise taxes, license fees and fees for permits and other privileges to third party authorities, if any, entitled to same which may arise from its use and operation of the Demised Premises or the conduct of any business therein; and to the Lessor a reimbursement for Lessee's prorata share of any fees or charges in connection with the Lessor's maintenance and operation of any sewer, waste water treatment plant, device, structure or appliance whatsoever appurtenant to and used in connection with the Demised Premises. During the first lease year, Lessee shall pay as additional rent for each Calendar Year that amount (the "Tax Adjustment Amount") which is Tenant's Proportionate Share of the amount by which the Taxes incurred with respect to such Calendar Year exceed the Tax Base Amount. The Tax Adjustment Amount with respect to each Calendar Year shall be paid in monthly installments, in an amount estimated from time to time by Landlord and communicated by written notice to Tenant. Following the close of each Calendar Year, Landlord shall cause Lessor the amount of $133.33 per month on the Tax Adjustment Amount first day of each month which amount represents Lessee's initial share of the aforesaid costs as set forth on Exhibit "B", attached hereto and made a part hereof. Lessee shall at all times save the Lessor harmless from any liability therefor. 2. Promptly when due and payable, all charges for light, heat, gas, fuel, power and water furnished to or upon any part of the Demised Premises, and shall, at all times, save the Lessor harmless from any charges, expense or liability arising therefrom or in connection therewith. Separate meters shall be installed whenever possible to reflect Lessee's consumption or use of all such Calendar Year utilities or services, but in the event that such meters are not installed, the charges attributable to and payable by Lessee shall be computed based on Taxes for such Calendar Year a reasonable estimate of Lessee's use thereof. At the time of vacating the Demised Premises, Lessee shall obtain final meter readings of all utility meters in Lessee's name and Landlord shall deliver to Tenant a statement of such amount and Tenant shall promptly pay any deficiency as shown by such statement to Landlord within 30 days after all final utility charges upon receipt of invoices from the utility companies. 3. Although the furnishing and payment for all utilities, such statement. If the total as light, heat, gas, fuel, power and water furnished are Lessee's responsibility, as set forth in paragraph "2" hereinabove, it is further understood and agreed that Lessor does not warrant that any of the estimated monthly installments paid by Tenant during any Calendar Year exceeds the actual Tax Adjustment Amount due from Tenant for such Calendar Year, then, at Landlord's option such excess hereinabove mentioned services shall be free from interruptions caused by repairs, renewals, improvements, alterations, strikes, lock-outs, labor disputes, accidents or inability of either credited against payments next due hereunder the Lessee or refunded by Landlordthe Lessor to procure such services or to obtain fuel or supplies. Any such interruptions of the above services shall never be deemed an eviction or disturbance of the Lessee's use of the demised premises or any part thereof, provided Tenant is not then in default hereunder. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for or render the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited Lessor liable to the amount Lessee for damages or entitle the Lessee to a diminution or abatement of the installment (plus any interest payable thereon) rent, or relieve the Lessee from performance of the Lessee's obligations under this Lease. Lessor, however, shall promptly cooperate with Lessee to take the necessary steps to terminate such special assessment required to be paid during interruptions and provide such year services as if expeditiously as possible under the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if the authority to whom such assessment is to be paid shall not permit such assessment to be paid in installments, the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar Year.circumstances. ARTICLE V

Tax Adjustment. Tenant shall pay to Landlord or Landlord's agent as additional rent for each Calendar Year that Additional Rent, an amount (the "Tax Adjustment Amount") which is equal to Tenant's Proportionate Share of the amount by which the of Taxes incurred with respect to each Calendar Year plus Tenant's pro rata share of the special allocation of Taxes to occupied premises if the last sentence of Section 3A(iii) is applicable for such Calendar Year exceed the Tax Base AmountYear. The Tax Adjustment Amount with respect to each Calendar Year shall be paid in monthly installments, installments during such Calendar Year in an amount estimated from time to time by Landlord and communicated by written notice to Tenant. If Taxes for any Calendar Year are payable in whole or in part before the end of such Calendar Year, Tenant shall, within thirty (30) days after the written request of Landlord, promptly pay its Proportionate Share of such payment as a special installment, after deducting installments previously paid by Tenant under this Section 3D for such Calendar Year. Following the close final payment of Taxes for each Calendar Year, Landlord shall cause the amount of the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver delivered to Tenant a statement of such amount and plus a statement of all estimated installments paid by Tenant for such Calendar Year. Tenant shall pay to Landlord any deficiency as shown by such statement to Landlord statements within 30 thirty (30) days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Year exceeds exceed the actual Tax Adjustment Amount amount due from Tenant for such Calendar Year, then, at Landlord's option (such excess is sometimes referred to herein as the "Taxes Credit Amount"), Landlord shall be either credited credit the Taxes Credit Amount against payments next due hereunder or refunded to Landlord from Tenant hereunder; provided that, if the Taxes Credit Amount exceeds the amount of payments next due to Landlord from Tenant hereunder, Landlord shall promptly pay Tenant the amount by Landlord, provided which the Taxes Credit Amount exceeds the amount of payments next due to Landlord from Tenant is not then in default hereunder. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if . All references to Taxes "for" a particular year shall be deemed to refer to Taxes due and payable during such year without regard to when such Taxes are levied or assessed. Delay in computation of the authority to whom such assessment is to be paid Tax Adjustment Amount shall not permit such assessment be deemed a default hereunder or a waiver of Landlord's right to be collect the Tax Adjustment Amount. In no event shall Landlord collect any amounts with respect to Taxes which would, when taken together with those amounts collected by Landlord from other tenants in the Building (and in the event the Building is less than 100% occupied, paid in installmentsdirectly by Landlord), exceed 100% of the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in actual Taxes for that any Calendar Year.

Tax Adjustment. Tenant shall pay as additional rent for each Calendar Year that rent, in addition to the Base Rent required by Paragraph 2 hereof, an amount (the "Tax Adjustment Amount") which is equal to Tenant's Proportionate Share of the amount by which the Taxes incurred with respect to such each Calendar Year exceed exceeds the Tax Taxes with respect to the Base AmountYear. The Tax Adjustment Amount with respect to each Calendar Year shall be paid in monthly installments, payable in an amount advance on the first day of each calendar month during the course of such year in amounts estimated from time to time by Landlord and communicated by written notice to Tenant. Following the close of each Calendar Year, Landlord shall cause the amount of the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver to Tenant a statement of such amount and Tenant shall pay any deficiency as shown by such statement to Landlord within 30 days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Year exceeds the actual Tax Adjustment Amount due from Tenant for such Calendar Year, then, at Landlord's option such excess shall be either credited against payments next due hereunder or refunded by Landlord, provided Tenant is not then in default hereunder. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if the authority to whom such assessment is to be paid shall not permit such assessment to be paid in installments, the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar Year.

Tax Adjustment. Tenant shall pay to Landlord or Landlord's agent as additional rent for each Calendar Year that Additional Rent, an amount (the "Tax Adjustment Amount") which is equal to the Tenant's Proportionate Share of the amount by which the Taxes incurred with respect to such each Calendar Year exceed the Tax Base AmountYear. The Tax Adjustment Amount with respect to each Calendar Year shall be paid in monthly installments, in an amount estimated from time to time by Landlord and communicated by written notice to TenantTenant or, at Landlord’s option, Tenant shall pay the Tax Adjustment Amount from time to time (but not more often than when Taxes are payable by Landlord) within fifteen (15) business days of demand. Following the close of each Calendar Year, Landlord shall cause the amount of the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver to Tenant a statement of such amount and Tenant shall pay any deficiency to Landlord as shown by such statement to Landlord within 30 fifteen (15) business days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Year exceeds the actual Tax Adjustment Amount due from Tenant for such Calendar Year, then, at Landlord's option such excess shall be either credited against payments next due hereunder or refunded by Landlordcalendar year, provided Tenant is not then in default of its obligations hereunder, any such excess shall be, at Landlord’s option: (i) refunded to Tenant or (ii) credited against any amount then due to Landlord or, if none, against payments next due hereunder. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the calendar year in which the installment of Taxes to which such refund is receivedapplies was due and payable. In determining the amount of All references to Taxes for any year, the amount of special assessments to be included "for" a particular calendar year shall be limited deemed to the amount of the installment (plus any interest payable thereon) of such special assessment required refer to be Taxes paid during such calendar year as if without regard to when such Taxes are assessed or levied. Delay in computation of the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if the authority to whom such assessment is to be paid Tax Adjustment Amount shall not permit such assessment be deemed a default hereunder or a waiver of Landlord's right to be paid in installments, collect the amount Tax Adjustment Amount even if made subsequent to the expiration or termination of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar Yearthis Lease.

Tax Adjustment. Tenant shall pay to Landlord as additional rent for each Calendar Year that Additional Rent, in addition to the Base Rent required by Article 3 hereof, an amount (the "“Tax Adjustment Amount"”) which is equal to Tenant's ’s Proportionate Share of the amount by which the combined total of Taxes incurred with respect to such each Calendar Year exceed the Tax Base AmountYear. The Tax Adjustment Amount with respect to each Calendar Year shall be paid in monthly installments, installments in an amount estimated from time to time estimated by Landlord and communicated by written notice to Tenant. Following Landlord shall cause to be kept books and records showing Taxes in accordance with an appropriate system of accounts and accounting practices consistently maintained. As promptly as practical following the close of each Calendar Year, Landlord shall cause the amount of the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver to Tenant a statement of such amount and the amount of all estimated installments paid by Tenant for such Calendar Year. Tenant shall pay to Landlord any deficiency as shown by such statement to Landlord within 30 thirty (30) days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during for any Calendar Year exceeds the actual Tax Adjustment Amount amount due from Tenant for such Calendar Year, then, at Landlord's option ’s option, such excess shall be either credited against payments next due hereunder or refunded by Landlord, provided Tenant is not then in default hereunder. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. All references to Taxes “for” a particular year shall be deemed to refer to Taxes paid during such year without regard to when such Taxes are assessed or levied. In determining the amount of Taxes for any the purposes of this paragraph, if less than 95 percent of the rentable area of the Building shall have been occupied by tenants during the year, Taxes shall be deemed for the amount purposes of special assessments this paragraph to be included shall be limited increased to the amount of the installment (plus any interest payable thereon) of such special assessment required taxes that would normally be expected to be paid during such year as if the Landlord incurred had elected to have such special assessment paid over the maximum period of time permitted by law; if the authority to whom such assessment is to be paid shall not permit such assessment to be paid in installments, the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar Yearoccupancy been 95 percent.

Tax Adjustment. Tenant shall pay pay, as additional rent for each Calendar Year that Additional Charges, an amount (hereinafter referred to as the "“Tax Adjustment Amount"”) which is equal to Tenant's Proportionate ’s Expense Share of the amount by which the of Taxes incurred with respect to such Calendar Year exceed each Lease Year; except that Tenant shall be required to pay only a pro rata amount of the Tax Base AmountAdjustment Amount for the Lease Years in which the first and last days of the Term occur pro rated on a per diem basis. Tenant shall not, however, have any right to audit Landlord’s books and records pertaining to Taxes. The Tax Adjustment Amount with respect to each Calendar Lease Year shall be paid in monthly installmentsinstallments in advance on the first day of each and every calendar month during such Lease Year, commencing on the Commencement Date, in an amount estimated from time to time by Landlord and communicated by written notice to Tenant. Following the close receipt of each Calendar Yearactual tax bills, Landlord shall cause the amount of the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver to Tenant a statement setting forth (i) the actual Tax Adjustment Amount for such Lease Year; (ii) the total of the estimated monthly installments of the Tax Adjustment Amount paid to Landlord for such Lease Year; and (iii) the amount and of any excess or deficiency with respect to such Lease Year. Tenant shall pay any deficiency to Landlord as shown by such statement to Landlord within 30 days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Lease Year exceeds the actual Tax Adjustment Amount due from Tenant for such Calendar Lease Year, then, at Landlord's ’s option such excess shall be either credited against payments next due hereunder or refunded by Landlord, provided Tenant is not then in default hereunder. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if the authority to whom such assessment is to be paid shall not permit such assessment to be paid in installments, the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar Year.

Tax Adjustment. Tenant shall pay to Landlord or Landlord's agent -------------- as additional rent for each Calendar Year that Additional Rent, an amount (the "Tax Adjustment Amount") which is equal to Tenant's Proportionate Share of the amount by which the of Taxes incurred with respect to such each Calendar Year exceed the Tax Base AmountYear. The Tax Adjustment Amount with respect to each Calendar Year shall be paid in monthly installments, installments during such Calendar Year in an amount estimated from time to time by Landlord and communicated by written notice to Tenant. If any portion of Taxes for any Calendar Year is payable in whole or in part before the end of such Calendar Year, Tenant shall, within thirty (30) days after the written request of Landlord, promptly pay its Proportionate Share of such payment as a special installment, after deducting installments previously paid by Tenant under this Section 3C for such Calendar Year. Following the close final payment of Taxes for each Calendar Year, Landlord shall cause the amount of the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver to Tenant a statement of such amount and plus a statement of all estimated installments paid by Tenant for such Calendar Year. Tenant shall pay to Landlord any deficiency as shown by such statement to Landlord within 30 thirty (30) days after receipt of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Year exceeds exceed the actual Tax Adjustment Amount due from Tenant for such Calendar Yearamount due, then, at Landlord's option such excess shall be either credited against payments next due hereunder or refunded by Landlord, provided and if Tenant is not then in default hereunder, Landlord shall either credit the excess against payments next due to Landlord from Tenant hereunder or, at Landlord's option, refund the excess to Tenant within thirty (30) days following Xxxxxxxx's determination. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if . All references to Taxes "for" a particular year shall be deemed to refer to Taxes assessed for such year, notwithstanding that such Taxes are billed and paid in a subsequent Calendar Year. Delay in computation of the authority to whom such assessment is to be paid Tax Adjustment Amount shall not permit such assessment be deemed a default hereunder or a waiver of Landlord's right to be paid in installments, collect the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar YearTax Adjustment Amount.

Tax Adjustment. Tenant, at its sole cost and expense, shall apply for, and is solely responsible for obtaining an, exemption from Real Property Taxes for the Premises. At Tenant’s request, Landlord will provide information reasonably required for Tenant to apply for such exemption. The Landlord and Tenant expect that an exemption will be granted and if it is granted, the Base Monthly Rent will be reduced to provide the Tenant with a credit for the amount of the reduction in the Real Property Taxes for the Property, prorated monthly over the tax year for which the exemption has been obtained, and payable within 15 days of the end of the calendar year, provided Tenant has provided Landlord with adequate documentation of the exemption. If the tax exemption is not granted or is revoked then Tenant will not be entitled to a credit against the Base Monthly Rent. In any case Tenant shall pay to Landlord, as additional rent for each Calendar Year that amount (the "Tax Adjustment Amount") which is Additional Rent, Tenant's ’s Proportionate Share of the amount by which Real Property Taxes for any non-tax exempt portion of the Premises and the Building’s underlying land increase over the Base Year (as identified in Section L of the Basic Lease Terms). Effective January 1 of each year, Landlord shall estimate the amount of Real Property Taxes incurred for the ensuing calendar year. Tenant shall pay each month, at the same time as Base Monthly Rent, one-twelfth (1/12) of Landlord’s estimate of Tenant’s Proportionate Share of Real Property Taxes, provided that Landlord may revise its estimate during any year with respect to such Calendar Year exceed reasonable cause and the Tax Base Amount. The Tax Adjustment Amount with respect to each Calendar Year additional estimate shall be paid in monthly installments, in an amount estimated from time payable as equal additions to time by Landlord and communicated by written notice to Tenantrent for the remainder of the calendar year. Following the close end of each Calendar Yearcalendar year, or when actual tax year information becomes available, Landlord shall cause compute the amount of the Tax Adjustment Amount actual real property taxes and xxxx Tenant for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver to any deficiency or credit Tenant a statement of such amount and with any excess collected. Tenant shall pay any such deficiency as shown by such statement to Landlord within 30 thirty (30) days after receipt Landlord’s billing, whether or not this Lease shall have expired or terminated at the time of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Year exceeds the actual Tax Adjustment Amount due from Tenant for such Calendar Year, then, at Landlord's option such excess shall be either credited against payments next due hereunder or refunded by Landlord, provided Tenant is not then in default hereunder. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if the authority to whom such assessment is to be paid shall not permit such assessment to be paid in installments, the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar Yearbilling.

Tax Adjustment. Tenant shall pay to Landlord or Landlord’s agent as additional rent for each Calendar Year that Additional Rent, an amount (the "“Tax Adjustment Amount"”) which is equal to Tenant's ’s Proportionate Share of the amount by which the of Taxes incurred with respect to such due and payable during each Calendar Year exceed the Tax Base AmountYear. The Tax Adjustment Amount with respect to each Calendar Year shall be paid in monthly installments, installments during the Term in an amount reasonably estimated from time to time by Landlord and communicated by written notice to Tenant if such taxes are required to be paid or deposited by Landlord in monthly installments. If such taxes are not required to be so paid or deposited by Landlord, the Tax Adjustment Amount shall be paid not later than thirty (30) days prior to the date on which such Taxes are required to be paid by Landlord. If Tenant’s Proportionate Share of any installment of Taxes which is payable at any time during the Term exceeds the amount of such installments then held by Landlord, Tenant shall, within thirty (30) days after the written request of Landlord, pay such excess to Landlord. Following the close final payment of Taxes for each Calendar Year, Landlord shall cause the amount of the Tax Adjustment Amount for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver to Tenant a statement of such amount and Tenant shall pay any deficiency as shown by such plus a statement to Landlord within 30 days after receipt of such statement. If the total of the all estimated monthly installments paid by Tenant during applied to such Taxes and any Calendar Year exceeds balance then held by Landlord. Landlord shall credit to Tenant interest on any monthly installments at the actual Tax Adjustment Amount due from Tenant for such Calendar Yearrate of 1% per annum above the Prime Rate. If the installments then held by Landlord exceed the amount reasonably necessary, thenwhen aggregated with subsequent monthly installments, at Landlord's option such to pay the next installment of Taxes, Landlord shall either credit the excess shall be either credited against payments next due to Landlord from tenant hereunder or refunded by Landlordor, provided if such credit is in excess of payments due within thirty (30) days thereafter and if Tenant is not then in default hereunder, refund the excess to Tenant within fifteen (15) days thereafter. The obligation of Landlord to refund any such excess shall survive the expiration of the Term. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if . All references to Taxes “for” a particular year shall be deemed to refer to Taxes payable during such year without regard to when such Taxes are levied or assessed. Delay in computation of the authority to whom such assessment is to be paid Tax Adjustment Amount shall not permit such assessment be deemed a default hereunder or a waiver of Landlord’s right to be paid in installments, collect the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar YearTax Adjustment Amount.

Tax Adjustment. Tenant, at its sole cost and expense, shall apply for, and is solely responsible for obtaining an, exemption from Real Property Taxes for the Premises. At Tenant’s request, Landlord will provide information reasonably required for Tenant to apply for such exemption. The Landlord and Tenant expect that an exemption will be granted and if it is granted, the Base Monthly Rent will be reduced to provide the Tenant with a credit for the amount of the reduction in the Real Property Taxes for the Property, prorated monthly over the tax year for which the exemption has been obtained, and payable within 15 days of the end of the calendar year, provided Tenant has provided Landlord with adequate documentation of the exemption. If the tax exemption is not granted or is revoked then Tenant will not be entitled to a credit against the Base Monthly Rent. In any case Tenant shall pay to Landlord, as additional rent for each Calendar Year that amount (the "Tax Adjustment Amount") which is Tenant's Additional Rent, Xxxxxx’s Proportionate Share of the amount by which Real Property Taxes for any non-tax exempt portion of the Premises and the Building’s underlying land increase over the Base Year (as identified in Section L of the Basic Lease Terms). Effective January 1 of each year, Landlord shall estimate the amount of Real Property Taxes incurred for the ensuing calendar year. Tenant shall pay each month, at the same time as Base Monthly Rent, one-twelfth (1/12) of Landlord’s estimate of Tenant’s Proportionate Share of Real Property Taxes, provided that Landlord may revise its estimate during any year with respect to such Calendar Year exceed reasonable cause and the Tax Base Amount. The Tax Adjustment Amount with respect to each Calendar Year additional estimate shall be paid in monthly installments, in an amount estimated from time payable as equal additions to time by Landlord and communicated by written notice to Tenantrent for the remainder of the calendar year. Following the close end of each Calendar Yearcalendar year, or when actual tax year information becomes available, Landlord shall cause compute the amount of the Tax Adjustment Amount actual real property taxes and bill Tenant for such Calendar Year to be computed based on Taxes for such Calendar Year and Landlord shall deliver to any deficiency or credit Tenant a statement of such amount and with any excess collected. Tenant shall pay any such deficiency as shown by such statement to Landlord within 30 thirty (30) days after receipt Landlord’s billing, whether or not this Lease shall have expired or terminated at the time of such statement. If the total of the estimated monthly installments paid by Tenant during any Calendar Year exceeds the actual Tax Adjustment Amount due from Tenant for such Calendar Year, then, at Landlord's option such excess shall be either credited against payments next due hereunder or refunded by Landlord, provided Tenant is not then in default hereunder. The amount of any refund of Taxes received by Landlord shall be credited against Taxes for the year in which such refund is received. In determining the amount of Taxes for any year, the amount of special assessments to be included shall be limited to the amount of the installment (plus any interest payable thereon) of such special assessment required to be paid during such year as if the Landlord had elected to have such special assessment paid over the maximum period of time permitted by law; if the authority to whom such assessment is to be paid shall not permit such assessment to be paid in installments, the amount of such assessment shall be treated as being amortized over such number of calendar years, beginning with the Calendar Year in which the assessment is payable, as Landlord shall reasonably determine, with interest at the rate of 15% per annum on the unamortized amount, and such amortization and interest for each Calendar Year shall be included in Taxes for that Calendar Yearbilling.