Common use of Tax Expenses Clause in Contracts

Tax Expenses. Notwithstanding anything to the contrary set forth in the Lease, commencing on the Reduced Premises Commencement Date, Tenant shall be responsible to pay for all (the full amount, as opposed to increases over the Base Year): (a) rent tax or sales tax, service tax, transfer tax or value added tax, or any other applicable tax on the rent or services herein or otherwise respecting the Lease, including, without limitation, any gross receipts tax, excise tax or any other applicable tax with respect to the receipt of such rent, or upon or with respect to the possession, leasing, operating, management, maintenance, alteration, repair, use or occupancy by Tenant of the Reduced Premises, or any portion of the Building (including the Parking Facilities), including any and all taxes imposed on Landlord under the San Francisco Municipal Code with respect to or applicable to Tenant's Base Rent, Operating Charges, Additional Rent and any other amounts payable by Tenant pursuant to this Lease, including, without limitation, taxes imposed on Landlord pursuant to the Gross Receipts Tax Ordinance set forth in San Francisco Business and Tax Regulations Code ("BTRC") Sections 950 through 965 ("Gross Receipts Tax"), the Early Care and Education Commercial Rents Tax Ordinance set forth in BTRC Sections 2101 through 2116 ("Commercial Rents Tax"), any increases or changes thereto, and any similar or successor ordinances, laws or regulations (collectively, but excluding all taxes described in clause (i) of Section 4.2.5.3 of the Lease, "Additional Taxes"); (b) taxes relating to the conduct of Tenant's business at the Premises, or Tenant's equipment, fixtures, furnishings, inventory or personal property; and (c) taxes assessed upon this transaction or any document to which Tenant is a party creating or transferring an interest or an estate in the Premises. If any of the taxes under this Section 7 are billed directly to Tenant, Tenant shall pay such taxes prior to the due date for such taxes and provide Landlord with evidence of payment. If Landlord is billed for any of the taxes under this Section 7, Landlord shall bill and Tenant shall pay such taxes within thirty (30) days of receipt of such bill or at Landlord's option, Landlord can estimate the amount of such taxes under this Section on a monthly basis and Tenant shall pay such estimated taxes on a monthly basis along with Tenant's payment of Base Rent. If Landlord charges Tenant for such taxes on a monthly basis, then Landlord shall reconcile the charges and the payments at the end of the year in the same manner provided for in Section 4.4 of this Lease. All taxes paid by Tenant pursuant to this Section 7 shall be excluded from the definition of "Tax Expenses" and "Direct Expenses".

Tax Expenses. Notwithstanding anything In addition to the contrary Base Rent set forth in the Lease, commencing on the Reduced Premises Commencement DateSection 3, Tenant shall pay its share, which is defined on Page 1, of all real property taxes applicable to the Lease Term and land and improvements included within the Lot on which the Premises are situated and one hundred percent (100%) of all personal property taxes now or hereafter assessed or levied against the Premises or Tenant's personal property. The amount of Tenant's $ Share of Tax Expenses shall be responsible reviewed from time to time by Landlord and shall be subject to modification by Landlord as reasonably determined by Landlord. Tenant shall also pay one hundred percent (100%) of any increase in real property taxes attributable, in Landlord's reasonable discretion, to any and all alterations, Tenant Improvements or other improvements of any kind, which are above standard improvements customarily installed for all similar buildings located within the Building or the Park (as applicable), whatsoever placed in, on or about the full amountPremises for the benefit of, at the request of, or by Tenant. The term "Tax Expenses" shall mean and include, without limitation, any form of tax and assessment (general, special, supplemental, ordinary or extraordinary), commercial rental tax, payments under any improvement bond or bonds, license, rental tax, transaction tax, levy, or penalty imposed by authority having the direct or indirect power of tax (including any city, county, state or federal government, or any school, agricultural, lighting, drainage or other improvement district thereof) as against any legal or equitable interest of Landlord in the Premises, the Building, and the Lot, as opposed against Landlord's right to increases over rent or other income therefrom, or as against Landlord's business of leasing the Base Year): (a) rent tax Premises or sales the occupancy of Tenant or any other tax, service taxfee, transfer tax or excise, however described, including, but not limited to, any value added tax, or any other applicable tax on imposed in substitution (partially or totally) of any tax previously included within the rent or services herein or otherwise respecting the Lease, including, without limitation, any gross receipts tax, excise tax or any other applicable tax with respect to the receipt definition of such rent, or upon or with respect to the possession, leasing, operating, management, maintenance, alteration, repair, use or occupancy by Tenant of the Reduced Premisesreal property taxes, or any portion additional tax the nature of the Building (including the Parking Facilities), including any and all taxes imposed on Landlord under the San Francisco Municipal Code with respect to or applicable to Tenant's Base Rent, Operating Charges, Additional Rent and any other amounts payable by Tenant pursuant to this Lease, including, without limitation, taxes imposed on Landlord pursuant to the Gross Receipts Tax Ordinance set forth in San Francisco Business and Tax Regulations Code ("BTRC") Sections 950 through 965 ("Gross Receipts Tax"), the Early Care and Education Commercial Rents Tax Ordinance set forth in BTRC Sections 2101 through 2116 ("Commercial Rents Tax"), any increases or changes thereto, and any similar or successor ordinances, laws or regulations (collectively, but excluding all taxes described in clause (i) of Section 4.2.5.3 of the Lease, "Additional Taxes"); (b) taxes relating to the conduct of Tenant's business at the Premises, or Tenant's equipment, fixtures, furnishings, inventory or personal property; and (c) taxes assessed upon this transaction or any document to which Tenant is a party creating or transferring an interest or an estate in the Premises. If any of the taxes under this Section 7 are billed directly to Tenant, Tenant shall pay such taxes prior to the due date for such taxes and provide Landlord with evidence of payment. If Landlord is billed for any of the taxes under this Section 7, Landlord shall bill and Tenant shall pay such taxes was previously included within thirty (30) days of receipt of such bill or at Landlord's option, Landlord can estimate the amount of such taxes under this Section on a monthly basis and Tenant shall pay such estimated taxes on a monthly basis along with Tenant's payment of Base Rent. If Landlord charges Tenant for such taxes on a monthly basis, then Landlord shall reconcile the charges and the payments at the end of the year in the same manner provided for in Section 4.4 of this Lease. All taxes paid by Tenant pursuant to this Section 7 shall be excluded from the definition of real property taxes. The term "Tax Expenses" shall not include any franchise, estate, inheritance, net income, or excess profits tax imposed upon Landlord. With respect to any assessments or taxes for which Landlord has the right to elect to make a lump sum payment or cause such assessment or tax to be amortized and "Direct Expenses"paid over a period of time at a reasonably acceptable interest rate. Landlord shall only include in the definition of Tax Expense the amortized portion of such taxes and assessments (including any applicable interest charges) for purposes of this Lease.

Tax Expenses. Notwithstanding anything In addition to the contrary Base Rent set forth in the Lease, commencing on the Reduced Premises Commencement DateSection 3, Tenant shall pay its share, which is specified in the Basic Lease Information, of all real property taxes applicable to the land and improvements included within the Lot on which the Premises are situated and one hundred percent (100%) of all personal property taxes now or hereafter assessed or levied against the Premises or Tenant's personal property. The amount of Tenant's Share of Tax Expenses shall be responsible reviewed from time to time by Landlord and shall be subject to modification by Landlord if there is a change in the rentable square footage of the Premises, the Building and/or the Park. Tenant shall also pay one hundred percent (100%) of any increase in real property taxes attributable, in Landlord's reasonable judgment, to any and all alterations or other improvements of any kind, which are above standard improvements customarily installed for all similar buildings located within the Building or the Park (as applicable), whatsoever placed in, on or about the full amountPremises for the benefit of, at the request of, or by Tenant. The term "Tax Expenses" shall mean and include, without limitation, any form of tax and assessment (general, special, supplemental, ordinary or extraordinary), commercial rental tax, payments under any improvement bond or bonds, license fees, license tax, business license fee, rental tax, transaction tax, levy, or penalty imposed by authority having the direct or indirect power of tax (including any city, county, state or federal government, or any school, agricultural, lighting, drainage or other improvement district thereof) as against any legal or equitable interest of Landlord in the Premises, the Building, the Lot or the Park, as opposed against Landlord's right to increases over rent or as against Landlord's business of leasing the Base Year): (a) rent tax Premises or sales the occupancy of Tenant or any other tax, service taxfee, transfer tax or excise, however described, including, but not limited to, any value added tax, or any other applicable tax on imposed in substitution (partially or totally) of any tax previously included within the rent or services herein or otherwise respecting the Lease, including, without limitation, any gross receipts tax, excise tax or any other applicable tax with respect to the receipt definition of such rent, or upon or with respect to the possession, leasing, operating, management, maintenance, alteration, repair, use or occupancy by Tenant of the Reduced Premisesreal property taxes, or any portion additional tax the nature of the Building (including the Parking Facilities), including any and all taxes imposed on Landlord under the San Francisco Municipal Code with respect to or applicable to Tenant's Base Rent, Operating Charges, Additional Rent and any other amounts payable by Tenant pursuant to this Lease, including, without limitation, taxes imposed on Landlord pursuant to the Gross Receipts Tax Ordinance set forth in San Francisco Business and Tax Regulations Code ("BTRC") Sections 950 through 965 ("Gross Receipts Tax"), the Early Care and Education Commercial Rents Tax Ordinance set forth in BTRC Sections 2101 through 2116 ("Commercial Rents Tax"), any increases or changes thereto, and any similar or successor ordinances, laws or regulations (collectively, but excluding all taxes described in clause (i) of Section 4.2.5.3 of the Lease, "Additional Taxes"); (b) taxes relating to the conduct of Tenant's business at the Premises, or Tenant's equipment, fixtures, furnishings, inventory or personal property; and (c) taxes assessed upon this transaction or any document to which Tenant is a party creating or transferring an interest or an estate in the Premises. If any of the taxes under this Section 7 are billed directly to Tenant, Tenant shall pay such taxes prior to the due date for such taxes and provide Landlord with evidence of payment. If Landlord is billed for any of the taxes under this Section 7, Landlord shall bill and Tenant shall pay such taxes was previously included within thirty (30) days of receipt of such bill or at Landlord's option, Landlord can estimate the amount of such taxes under this Section on a monthly basis and Tenant shall pay such estimated taxes on a monthly basis along with Tenant's payment of Base Rent. If Landlord charges Tenant for such taxes on a monthly basis, then Landlord shall reconcile the charges and the payments at the end of the year in the same manner provided for in Section 4.4 of this Lease. All taxes paid by Tenant pursuant to this Section 7 shall be excluded from the definition of real property taxes. The term "Tax Expenses" and "Direct Expenses"shall not include any franchise, estate, inheritance, net income, or excess profits tax imposed upon Landlord.

Tax Expenses. (I) costs of capital improvements, except those set forth in this Section 3.3 or those includable in Operating Expenses pursuant to an application by Landlord of sound real estate management principles; (J) marketing costs, including leasing commissions, attorneys' fees in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases, subleases and/or assignments, space planning costs, and other costs and expenses incurred in connection with lease, sublease and/or assignment negotiations and transactions with present or prospective tenants or other occupants of the Building, including attorneys' fees and other costs and expenditures incurred in connection with disputes with present or prospective tenants or other occupants of the Building; (K) expenses in connection with services or other benefits which are not offered to Tenant or for which Tenant is charged for directly but which are provided to another tenant or occupant of the Building without charge; (L) the cost of any items for which Landlord is reimbursed by insurance proceeds, condemnation awards, a tenant of the Building, or otherwise to the extent so reimbursed; (M) bad debt expenses and interest, principal, points and fees on debts (except in connection with the financing of items which may be included in Operating Expenses); and (N) costs of correcting defects in or inadequacy of the initial design or construction of the Building. Notwithstanding anything to the contrary set forth in the Leasethis Article 3, commencing on the Reduced Premises Commencement Date, Tenant shall be responsible to pay when calculating Direct Expenses for all (the full amount, as opposed to increases over the Base Year): , Operating Expenses shall exclude (ai) rent tax or sales tax, service tax, transfer tax or value added tax, or any other applicable tax on the rent or services herein or otherwise respecting the Leasemarket-wide labor-rate increases due to extraordinary circumstances, including, without limitationbut not limited to, any gross receipts taxboycotts and strikes, excise tax (ii) utility rate increases due to extraordinary circumstances including, but not limited to, conservation surcharges, boycotts, embargoes or any other applicable tax with respect shortages, and (iii) amortization and other costs of capital improvement, restoration, and replacement relating to the receipt of such rent, or upon or with respect to the possession, leasing, operating, management, maintenance, alteration, repair, use or occupancy by Tenant of the Reduced Premises, or any portion of the Building Project (including the Parking Facilities)amortization expenses of any such costs incurred in prior years) ; provided, including however, that if Landlord does not carry earthquake insurance for the Project during any part of the Base Year but subsequently obtains earthquake insurance for the Project during the Lease Term, then from and all taxes imposed on after the date upon which Landlord under obtains such earthquake insurance and continuing throughout the San Francisco Municipal Code with respect to or applicable to Tenant's Base Rentperiod during which Landlord maintains such insurance, Operating Charges, Additional Rent and any other amounts payable Expenses for the Base Year shall be deemed to be increased by Tenant pursuant to this Lease, including, without limitation, taxes imposed on Landlord pursuant to the Gross Receipts Tax Ordinance set forth in San Francisco Business and Tax Regulations Code ("BTRC") Sections 950 through 965 ("Gross Receipts Tax"), the Early Care and Education Commercial Rents Tax Ordinance set forth in BTRC Sections 2101 through 2116 ("Commercial Rents Tax"), any increases or changes thereto, and any similar or successor ordinances, laws or regulations (collectively, but excluding all taxes described in clause (i) of Section 4.2.5.3 of the Lease, "Additional Taxes"); (b) taxes relating to the conduct of Tenant's business at the Premises, or Tenant's equipment, fixtures, furnishings, inventory or personal property; and (c) taxes assessed upon this transaction or any document to which Tenant is a party creating or transferring an interest or an estate in the Premises. If any of the taxes under this Section 7 are billed directly to Tenant, Tenant shall pay such taxes prior to the due date for such taxes and provide Landlord with evidence of payment. If Landlord is billed for any of the taxes under this Section 7, Landlord shall bill and Tenant shall pay such taxes within thirty (30) days of receipt of such bill or at Landlord's option, Landlord can estimate the amount of the premium Landlord reasonably estimates it would have incurred had Landlord maintained such taxes under this Section on a monthly basis and Tenant shall pay such estimated taxes on a monthly basis along with Tenant's payment of Base Rent. If Landlord charges Tenant insurance for such taxes on a monthly basis, then Landlord shall reconcile the charges and the payments at the end of the year in the same manner provided for in Section 4.4 period of this Lease. All taxes paid time during the Base Year as such insurance was maintained by Tenant pursuant to this Section 7 shall be excluded from the definition of "Tax Expenses" and "Direct Expenses"Landlord during such subsequent calendar year.