Common use of Taxes and Assessments; Compliance with Law Clause in Contracts

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Subject to the provisions of subsection (d) below, Lessee shall pay, as additional rent, prior to delinquencyany interest, the following (collectivelypenalty, “Taxes”): fine or cost that may be added for nonpayment: (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Lease Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent Additional Rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent Additional Rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a)Section; provided, however, that if, at any time during the Lease Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Lease Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Lease Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Lease Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee Subject to Tenant's right to contest pursuant to Section 2.6 of this Lease, Tenant shall pay, as additional rent, prior to delinquency, the following (collectivelyall "Impositions", “Taxes”): which are defined as: (i) all taxestaxes (including, assessmentswithout limitation, those described in (iii) below), assessments (including, without limitation, all assessments for public improvements or benefits, whether or not commenced or completed prior to the date hereof and whether or not commenced or completed within the term of this Lease), excises, levies, fees (including, without limitation, license, permit, inspection, authorization and similar fees), water and sewer rents and charges charges, ground lease rents, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, and any interest and penalties thereon which are, at any time prior to or during the Primary Term or any Extended Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent Additional Rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent Additional Rent or other sums payable hereunder; (iii) all salessales (including those imposed on lease rentals), value added, ad valorem, gross receipts, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all transfer, recording, stamp and real property gain taxes incurred upon the sale or transfer, or other disposition of the Premises or any interest therein to Tenant or the foreclosure of the Premises, (v) all offers, claims and demands of mechanics, laborers, materialmen and others which, if unpaid, might create a lien on the Premises, (vi) all charges of utilities, communications and similar services serving the Premises, and (vii) any other tax relating to the Premises resulting from any law enacted or adopted or amended after the date of this Lease imposed on Landlord pursuant to the Indenture (as hereinafter defined). Notwithstanding the foregoingabove, “Taxes,” as used herein, shall not include, and Lessee Tenant shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains net income or similar tax of or on Lessor Landlord (other than any tax referred to in clause (ii) above) unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee Tenant is required to pay pursuant to this Section 5.02(a2.2(a); provided. Subject to Tenant's right to contest pursuant to Section 2.6 of this Lease, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee Tenant will furnish to LessorLandlord, promptly within 30 days after request thereforthe due date thereof, proof of payment of all items referred to above which are payable by LesseeImpositions. If any such assessment Imposition may legally be paid in installments, Lessee Tenant may pay such assessment Imposition in installments; in such event, Lessee Tenant shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Primary Term and any Extended Term hereof; provided. Tenant and Landlord acknowledge that, howeverin connection with Landlord's acquisition of the Projects, that all amounts referred Landlord and Seller, as defined in Section 3.1, have obtained certain resale certificates as described on Schedule I attached hereto and made a part hereof which have exempted Seller, Landlord and Tenant from the payment of sales taxes in connection with the transfer of personal property from Seller to in Landlord, and the lease thereof to Tenant. Without limiting the generality of the provisions of this Section 5.02(a2.2(a), Tenant hereby agrees that if any sales taxes (or penalties or interest thereon) are imposed as a result of the transfer of personal property to Landlord or the lease of the same by Landlord, Tenant shall be responsible for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion payment of such year taxes, penalties and interest. Tenant hereby agrees to indemnify Landlord and to hold Landlord harmless from and against any and all reasonable third party costs and expenses (including, without limitation, reasonable attorneys' fees) incurred by Landlord as a result of any claim that such sales taxes are within the Term hereby demiseddue and owing.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the PremisesProperty, (B) any Basic Rent, additional rent or other sums sum payable hereunder, hereunder or (C) this Lease or the leasehold estate hereby created or (D) which arise in respect of the operation, possession or use of the PremisesProperty; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums sum payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasingacquisition, operation, possession leasing or use of the PremisesProperty; and (iv) all charges of utilities, communications and similar services for utilities serving the PremisesProperty. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains income or similar tax of or on Lessor unless such (other than any tax is imposed, levied or assessed referred to in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein providedclause (ii) above. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Term term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Interim Term, the Primary Term or any Extended Term hereof imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all sales taxes, rent taxes, gross receipts taxes or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Lease Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Lease Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Lease Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Lease Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee Subject to Tenant's right to contest pursuant to Section 2.6 of this Lease, Tenant shall pay, as additional rent, prior to delinquency, the following (collectivelyall "Impositions", “Taxes”): which are defined as: (i) all taxestaxes (including, assessmentswithout limitation, those described in (iii) below), assessments (including, without limitation, all assessments for public improvements or benefits, whether or not commenced or completed prior to the date hereof and whether or not commenced or completed within the term of this Lease), excises, levies, fees (including, without limitation, license, permit, inspection, authorization and similar fees), water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, and any interest and penalties thereon which are, at any time prior to or during the Primary Term or any Extended Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent Additional Rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent Additional Rent or other sums payable hereunder; (iii) all salessales (including those imposed on lease rentals), value added, ad valorem, gross receipts, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all transfer, recording, stamp and real property gain taxes incurred upon the sale or transfer, or other disposition of the Premises or any interest therein to Tenant or the foreclosure of the Premises, (v) all offers, claims and demands of mechanics, laborers, materialmen and others which, if unpaid, might create a lien on the Premises, (vi) all charges of utilities, communications and similar services serving the Premises, and (vii) any other tax relating to the Premises resulting from any law enacted or adopted or amended after the date of this Lease imposed on Landlord pursuant to any deed of trust or mortgage creating a first mortgage lien on the Premises ("Indenture"). Notwithstanding the foregoingabove, “Taxes,” as used herein, shall not include, and Lessee Tenant shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains net income or similar tax of or on Lessor Landlord (other than any tax referred to in clause (ii) above) unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee Tenant is required to pay pursuant to this Section 5.02(a2.2(a); provided. Subject to Tenant's right to contest pursuant to Section 2.6 of this Lease, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee Tenant will furnish to LessorLandlord, promptly within 30 days after request thereforthe due date thereof, proof of payment of all items referred to above which are payable by LesseeImpositions. If any such assessment Imposition may legally be paid in installments, Lessee Tenant may pay such assessment Imposition in installments; in such event, Lessee Tenant shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Primary Term or any Extended Term hereof imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all sales taxes, rent taxes, gross receipts taxes or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Lease Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Lease Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Lease Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Lease Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee The Partnership shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums sum payable hereunder, hereunder or (C) this Lease Sublease or the leasehold estate estates hereby created created, or (D) which arise in respect of the operation, possession or use of the Premises; (ii) all gross cross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums sum payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasingacquisition, operation, possession leasing or use of the Premises; and (iv) all charges of utilities, communications and similar services for utilities serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee The Partnership shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains income or similar tax of owner or on Lessor PFM (other than any tax referred to in clause (ii) above) unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee the Partnership is required to pay pursuant to this Section 5.02(aparagraph 7(a); provided, however, that if, at any time during but only in an amount calculated as if the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of Owner and PFM only owned the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and their income consisted only of amounts payable by Lessee, and Lessee shall pay and discharge the same as herein providedhereunder. Lessee The Partnership will furnish to LessorPFM, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lesseethe Partnership. If any such assessment may legally be paid in installments, Lessee the Partnership may pay such assessment in installments; in such event, Lessee the Partnership shall be liable only for installments which become due and payable with respect prior to any tax period occurring in whole or in part during the Term term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Subject to Section 5.05 of this Lease, Lessee shall pay, as additional rentpay the following, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Interim Term, the Primary Term or any Extended Term hereof imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all sales taxes, rent taxes, gross receipts taxes or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Lease Term, the method of taxation shall be changed such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Term hereofLease Term; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Lease Term shall expire shall be apportioned so that Lessee shall pay only those portions thereof which correspond with the portion of such year as are within the Lease Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee Tenant shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee Tenant shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor Landlord unless and then only to the extent such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee Tenant is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Lease Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor Landlord a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by LesseeTenant, and Lessee Tenant shall pay and discharge the same as herein provided. Lessee Tenant will furnish to LessorLandlord, promptly after request therefor, proof of payment of all items referred to above which are payable by LesseeTenant. If any such assessment may legally be paid in installments, Lessee Tenant may pay such assessment in installments; in such event, Lessee Tenant shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Lease Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Lease Term shall expire shall be apportioned so that Lessee Tenant shall pay those portions thereof which correspond with the portion of such year as are within the Lease Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent rental obligations or other sums sum payable hereunder, hereunder or (C) this Lease or the leasehold estate hereby created created, or (D) which arise in respect of the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent rental obligations or other sums payable hereunderhereunder but not taxes measured by net income; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasingacquisition, operation, possession leasing or use of the Premises; and (iv) all charges of utilities, communications and similar services for utilities serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains income or similar tax of or on Lessor (other than any tax which is required to be paid by Lessee pursuant to clause (ii) above) unless such tax is imposed, levied or assessed in substitution insubstitution for 4 any other tax, assessment, assessment charge or levy which Lessee is required to pay pursuant to this Section 5.02(aclause (i); provided, however(iii) or (iv) above or is in substitution for a gross receipts tax imposed or levied upon, that ifassessed against or measured by any Basic Rent, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy additional rental obligations or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and sums payable hereunder but not taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein providednet income. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. Lessee If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect prior to any tax period occurring in whole or in part during the Term term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; , (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises; and (iii) all In-Lieu Taxes (as defined below). Notwithstanding It is understood and agreed that books and records with respect to the foregoingitems described in this Section 5.2(a)(i) through (iii) shall be kept, “Taxes,” as used hereinand Lessee's obligations with respect to the same shall arise, on an accrual basis. Lessee shall not include, and be required to pay any of the items described in Section 5.2(a)(i) through (iii) above which arose or accrued during or otherwise relate to any time prior to the Commencement Date of this Lease. Lessee shall not be required to pay any franchise, estate, inheritance, transfer, net income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(aSubsection 5.2(a) ("In-Lieu Taxes"); provided, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such special assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments (including interest) which become due and payable with respect to any tax period occurring in whole or in part during the Term hereofTerm; provided, however, that all amounts referred to in this Section 5.02(aSubsection 5.2(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised. Lessee's obligations under this Section 5.2 shall survive the expiration or earlier termination of this Lease. Notwithstanding anything contained herein to the contrary, Lessor shall have the right, prior to the end of the Term, to send Lessee an estimated xxxx for all taxes and other charges which Lessee is obligated to pay pursuant to this Section 5.2(a) with respect to the Term, the final amount of which shall not be determined until after the end of the Term. Lessee shall pay such estimated xxxx within thirty (30) days after receipt of such xxxx from Lessor. When the actual amount of such taxes and other charges is actually determined after the end of the Term, Lessor shall send Lessee a statement showing the actual amount due and either: (1) billing Lessee for any additional amount owing from Lessee, which additional amount shall be paid by Lessee to Lessor within thirty (30) days after Lessee's receipt of Lessor's statement, or (2) enclosing any overpayment by Lessee.

Taxes and Assessments; Compliance with Law. (a) Lessee From and after the Additional Rent Commencement Date and during the Lease Term, Tenant shall pay, as additional rent, prior to delinquency, the following (collectivelyall “Impositions”, “Taxes”): which are defined as: (i) all taxes (including, without limitation, real property taxes, fees in lieu of taxes and those taxes described in (ii) below), assessments, excises, levies, fees (including, without limitation, license, permit, inspection, authorization and similar fees), utility charges, permit and inspection charges, water and sewer rents and charges charges, and all other governmental chargescharges (including, without limitation, any clawback payments, deficiency payments, and penalty payments arising from the Tenant Incentives (as such term is defined in Section 2.2(c) hereof), general and special, ordinary and extraordinary, foreseen and unforeseen, which and any interest and penalties thereon that are, at any time prior to or during the Term Term, imposed or levied upon or assessed against or which that arise with respect to (A) the Premises, (B) any Basic Base Rent, additional rent Additional Rent or other sums payable hereunder, (C) this Lease Certain identified information marked with [***] has been excluded from this exhibit because it is not material and is of the type that the registrant treats as private and confidential. or the leasehold estate hereby created or (D) the operation, possession or use of the PremisesPremises (even if such charge is imposed against Landlord, e.g., real estate taxes, fee in lieu taxes, and assessments); (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which that fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Base Rent, additional rent Additional Rent or other sums payable hereunder; (iii) all salesoffers, value addedclaims and demands (not caused by Landlord) of mechanics, ad valoremlaborers, use materialmen and similar taxes at any time leviedothers which, assessed or payable if unpaid, might create a lien on account of the leasing, operation, possession or use of the Premises; and , (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding ; and (v) any amounts payable by or with respect to the foregoingProperty or the owner of the Property under any Development Easements, declarations, restrictions, easements, rights of way or other comparable recorded instrument (collectively, “Taxes,” as used hereinDeclarations”), including, but not limited to, any regular or special assessments related to such Declarations. Any Imposition relating to a period, a part of which is included within the Lease Term and a part of which is included in a period of time after the Expiration Date (whether or not such Imposition shall be assessed, levied, confirmed, imposed upon or in respect of or become a lien upon the Premises, or shall become payable, during the Term), shall not includebe apportioned between Landlord and Tenant as of the Expiration Date (other than an Expiration Date arising by reason of Tenant’s default), as the case may be, so that Tenant shall pay only that portion of such Imposition which that part of such fiscal period included in the period of time before the Expiration Date bears to such fiscal period, and Lessee Landlord shall pay the remainder thereof. Other than in respect of Impositions relating, in part, to a period of time before the Commencement Date, no such apportionment of Impositions shall be made if this Lease is terminated as the result of an Event of Default. However, if, by applicable law, any Imposition may at the option of the taxpayer be paid in installments (whether or not interest shall accrue on the unpaid balance of such Imposition), Tenant may exercise the option to pay the same in such installments and shall be responsible for the payment of such installments only, together with applicable interest, if any, provided that all such installment payments together with applicable interest, if any, relating to periods prior to the Expiration Date shall be made prior to the Expiration Date. Tenant shall promptly notify Landlord if Tenant shall have elected to pay any such Imposition in installments. Tenant shall not be required to pay any franchise, estate, inheritance, corporate, transfer, income, capital gains net income or similar tax of or on Lessor Landlord unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee that Tenant is required to pay pursuant to this Section 5.02(a2.2(a); , provided, however, that if, if at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor Landlord a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or any future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by LesseeTenant, but only to the extent that such levies or taxes would be payable if the Premises were the only property of Landlord, and Lessee Tenant shall pay and discharge the same as herein provided. Lessee will furnish Tenant shall prepare and file all tax reports required by governmental or other authorities which relate to Lessorthe Impositions. Tenant shall deliver to Landlord proof of payment with respect to real estate taxes, promptly fee in lieu of taxes, and other Impositions no later than five (5) days prior to the last day that payment of such taxes may be made without penalty. Within ten (10) days after Landlord’s request therefor, proof Tenant shall deliver to Landlord (1) copies of all settlements and notices pertaining to the Impositions which may be issued by any governmental authority, and (2) receipts for payment of all items referred other Impositions. Notwithstanding the foregoing, in the Event of Default, at Landlord’s discretion, Landlord may elect to above which are payable by Lessee. If pay any such assessment may legally be paid in installments, Lessee may Impositions directly (rather than having Tenant pay such assessment in installments; Impositions) and, in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee Tenant shall pay those portions the amount thereof which correspond to Landlord (or as Landlord otherwise directs Tenant) not later than five (5) business days after notice from Landlord of the amount due. Certain identified information marked with [***] has been excluded from this exhibit because it is not material and is of the portion of such year type that the registrant treats as are within the Term hereby demisedprivate and confidential.

Taxes and Assessments; Compliance with Law. (a) Lessee Subject to Tenant's right to contest pursuant to Section 2.6 of this Lease, Tenant shall pay, as additional rentpay on an after tax basis, prior to delinquency, the following (collectivelyall "Impositions", “Taxes”): which are defined as: (i) all taxestaxes (including, assessmentswithout limitation, those described in (iii) below), assessments (including, without limitation, all assessments for public improvements or benefits, whether or not commenced or completed prior to the date hereof and whether or not commenced or completed within the Term of this Lease), excises, levies, fees (including, without limitation, license, permit, inspection, authorization and similar fees), water and sewer rents and charges charges, ground lease rents, and all other governmental and quasi-governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, and any interest and penalties thereon which are, at any time prior to or during the Primary Term or any Extended Term, Wintergreen Extended Term or FMV Extended Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent Additional Rent or other sums payable hereunderunder this Lease, (C) this Lease or the leasehold estate hereby created created, or (D) the operation, possession or use of the PremisesPremises or (E) the transactions contemplated by this Lease and other related documents; (ii) all gross receipts taxes or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent Additional Rent or other sums payable hereunderunder this Lease; (iii) all salessales (including those imposed on lease rentals), value added, ad valorem, gross receipts, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all transfer, recording, stamp and real property gain taxes incurred upon the sale or transfer, or other disposition of the Premises or any interest therein to the Landlord (specifically excluding any real property gain taxes payable by Landlord upon the sale of the Premises or any Project to a third party other than in connection with the exercise of remedies in connection with an Event of Default) or to Tenant, (v) all offers, claims and demands of mechanics, laborers, materialmen and others which, if unpaid, might create a lien on the Premises, (vi) all charges of utilities, communications and similar services serving the Premises, and (vii) any other tax relating to the Premises resulting from any law enacted or adopted or amended after the date of this Lease imposed on Landlord pursuant to the Indenture (as hereinafter defined). Notwithstanding the foregoingclause (i) above, “Taxes,” as used herein, shall not include, and Lessee Tenant shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains net income or similar tax of or on Lessor Landlord unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee Tenant is required to pay pursuant to this Section 5.02(a2.2(a); provided, however, provided that if, at any time if during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor Landlord a capital levy or other tax directly on the rents received therefrom, therefrom or upon the value of the Premises or any present then existing or future improvement or proposed improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by LesseeTenant before delinquency. Subject to Tenant's right to contest pursuant to Section 2.6 of this Lease, and Lessee Tenant shall pay and discharge the same as herein provided. Lessee will furnish to LessorLandlord, promptly within thirty (30) days after request thereforthe due date thereof, proof of payment of all items referred to above which are payable by LesseeImpositions. If any such assessment Imposition may legally be paid in installmentsinstallments without the accrual of interest thereon, Lessee Tenant may pay such assessment Imposition in installments; in such event, Lessee Tenant shall be liable only for installments which become due Taxes attributed to the Primary Term and payable with respect to any tax period occurring in whole Extended Term, Wintergreen Extended Term or in part during the FMV Extended Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Primary Term or any Extended Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional charges, additional rent or other sums sum payable hereunder, hereunder or (C) this Lease or Lease, the leasehold estate hereby created or (D) which arises in respect of the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., i.e. taxes based upon gross income which fail to take into account all customary deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional charges, additional rent or other sums sum payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the acquisition, leasing, possession, operation, possession ownership or use of the Premises; and (iv) all charges of utilities, communications and similar services utilities serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay (a) any value added tax imposed in lieu of or in substitution for income taxes imposed upon Lessor (or the partners thereof), or (b) any franchise, corporate, estate, inheritance, succession, transfer, income, capital gains profits or similar taxes of Lessor (other than any tax of or on Lessor referred to in clause (ii) above) unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(aparagraph 6(a); , provided, however, that if, if at any time during the Termterm of this Lease, the method of taxation shall be such that there shall be assessed, levied, charged assessed or imposed on Lessor a capital levy or other tax directly on the charges or rents received therefrom, or upon the value of the Premises or any present or any future improvement or improvements on the Premises, then all such taxes, assessments, levies and taxes or charges or the part thereof so measured or based based, shall be included in the term “Taxes” and payable by Lessee, but only to the extent that such taxes would be payable if the Premises were the only property of Lessor, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request therefordemand therefore, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable during the term hereof. Xxxxxx agrees to immediately transmit to Lessee any bill, invoice or similar instrument which Lessor may receive with respect to any tax period occurring in whole or in part during the Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demisedPremises.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in direct substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment assessment, levy or similar charge may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay only those portions thereof which correspond with the portion of such year as are within the Term hereby demisedof this Lease. Lessor shall cooperate with Lessee in any proceeding that may be necessary to cause assessments or levies to be payable in installments. If an assessment or levy may not be paid in installments and the useful life of the project or improvement to which such assessment or levy pertains extends beyond the Term of this Lease, Lessee shall only be required to pay that pro rata portion of the assessment or levy that is attributable to the Term.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes directly on the rents (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums payable hereunder; (iii) all sales, value added, real and personal property, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Lease Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Lease Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Lease Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Lease Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following : ------------------------------------------ (collectively, “Taxes”): (i1) all taxes, assessments, levies, fees, water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums sum payable hereunder, hereunder or (C) this Lease or the leasehold estate hereby created or (D) which arise in respect of the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums sum payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasingacquisition, operation, possession leasing or use of the Premises; and (iv) all charges of utilities, communications and similar services for utilities serving the PremisesPremises (all of which are collectively referred to as "impositions"). Notwithstanding the foregoingIn no event, “Taxes,” as used hereinhowever, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains income or similar tax of or on Lessor unless such (other than any tax is imposed, levied or assessed referred to in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(aclause (ii) above); provided, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above impositions which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; . If, however, by law, any imposition is or may be payable in such eventinstallments, Lessee shall be liable only for may pay the same (with any accrued interest on the unpaid balance of such imposition) in installments which as the same become due and before any interest or additional charge may be added thereto for the non- payment of any such installment; and provided, further, that any imposition payable with respect to any a fiscal tax period occurring in whole or in part during the Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term term of this Lease shall expire or terminate, otherwise than (i) because of the fault of Lessee or (ii) if Lessee purchases the Property pursuant to paragraph 11 or 13, shall be apportioned adjusted between Lessor and Lessee as of the expiration or termination of the term of this Lease, so that Lessee shall pay those portions thereof only an amount which correspond with bears the portion same relation to the total imposition as the part of such year as are fiscal tax period included within the Term hereby demisedterm of this Lease bears to the entire fiscal tax period. With respect to any assessment which by law is or may be payable in installments, Lessee shall pay only those installments which become due during the term of this Lease.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, pay or discharge each of the following items on or prior to delinquency, the following (collectively, “Taxes”): last day on which such items may be paid without interest or penalty: (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the PremisesImpositions; (ii) all transfer taxes, recording fees and similar charges payable in connection with a conveyance hereunder to Lessee; (iii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any the Basic Rent, additional rent or any other sums payable hereunder; (iii) all salesby Lessee hereunder or levied upon or assessed against the Leased Premises, value addedto the extent that such tax, ad valoremassessment or other charge would be payable if the Leased Premises were the only property of Lessor subject thereto, use and similar taxes at any time levied, assessed or payable on account of the leasing, operation, possession or use of the Premises; and (iv) all charges any tax, assessment, charge or levy of utilities, communications and similar services serving any nature whatsoever imposed or levied upon or assessed against Lessor or the PremisesLeased Premises in substitution for or in place of an Imposition. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, corporate, estate, inheritance, succession, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefromexcess profits, or upon the value revenue taxes of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included Lessor which are not described in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein providedpreceding sentence. Lessee will agrees to furnish to Lessor, promptly within thirty days after request written demand therefor, proof of payment evidence of all items referred to above which are payments due under this paragraph 7(a). In the event that any Imposition levied or assessed against the Leased Premises and payable by Lessee. If any such assessment Lessee becomes due and payable during the Term hereof and may legally be paid in installmentsinstalments, Lessee may pay such assessment Imposition in installments; in such event, Lessee instalments and shall be liable only for installments those instalments which become due and payable with respect to any tax period occurring in whole or in part during the Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquencyany interest, the following (collectivelypenalty, “Taxes”): fine or cost that may be added for nonpayment: (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Lease Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent Additional Rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent Additional Rent or other sums payable hereunder, specifically excluding, however, income taxes of Lessor; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a)Section; provided, however, that if, at of any time during the Lease Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Lease Term hereof; , provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Lease Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Lease Term hereby demised. Lessee shall have the right to contest taxes assessed against the Premises by appropriate proceedings in good faith, timely filed, provided that Lessee shall first pay such taxes or (at its expense) bond over such taxes or (at its expense) take such other steps as may be required to avoid delinquency or foreclosure of the lien of such taxes. Lessor may require that Lessee post security for payment of such lien.

Taxes and Assessments; Compliance with Law. (a) Lessee Subject to Tenant's right to contest pursuant to Section 2.6 of this Lease, Tenant shall pay, as additional rent, prior to delinquency, the following (collectivelyall "Impositions", “Taxes”): which are defined as: (i) all taxestaxes (including, assessmentswithout limitation, those described in (iii) below), assessments (including, without limitation, all assessments for public improvements or benefits, whether or not commenced or completed prior to the date hereof and whether or not commenced or completed within the term of this Lease), excises, levies, fees (including, without limitation, license, permit, inspection, authorization and similar fees), water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, and any interest and penalties thereon which are, at any time prior to or during the Primary Term or any Extended Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent Additional Rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent Additional Rent or other sums payable hereunder; (iii) all salessales (including those imposed on lease rentals), value added, ad valorem, gross receipts, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all transfer, recording, stamp and real property gain taxes incurred upon the sale or transfer, or other disposition of the Premises or any interest therein to Tenant or the foreclosure of the Premises, (v) all offers, claims and demands of mechanics, laborers, materialmen and others which, if unpaid, might create a lien on the Premises, (vi) all charges of utilities, communications and similar services serving the Premises, and (vii) any other tax relating to the Premises resulting from any law enacted or adopted or amended after the date of this Lease imposed on Landlord pursuant to any deed of trust or mortgage creating a first mortgage lien on the Premises ("Indenture"). Notwithstanding the foregoingabove, “Taxes,” as used herein, shall not include, and Lessee Tenant shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains net income or similar tax of or on Lessor Landlord (other than any tax referred to in clause (ii) above) unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee Tenant is required to pay pursuant to this Section 5.02(a2.2 (a); provided. Subject to Tenant's right to contest pursuant to Section 2.6 of this Lease, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee Tenant will furnish to LessorLandlord, promptly within 30 days after request thereforthe due date thereof, proof of payment of all items referred to above which are payable by LesseeImpositions. If any such assessment Imposition may legally be paid in installments, Lessee Tenant may pay such assessment Imposition in installments; in such event, Lessee Tenant shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Except as otherwise provided herein, Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, together with any interest and penalties, which are, at any time prior to or during the Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent Additional Rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent Additional Rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises; and (v) any tax payable upon the execution, delivery or recording of the Land Lease (or memorandum thereof) or upon the commencement of any term of such Land Lease. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains income or similar tax of or on Lessor (other than any tax referred to in clause (ii) above) unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a2.02(a); provided, howeverprovided that, that if, if at any time during the Term, Term of this Lease the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor or the Remainderman a capital levy or other tax directly on the rents received therefrom, therefrom or upon the value of the Premises or any present or any future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, but only to the extent that such levies or taxes would be payable if the Premises were the only property of Lessor or Remainderman, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installmentsinstallments and, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect during the term hereof. After the Bond Date, promptly upon the expiration or earlier termination of this Lease (other than that as a result of an event of default), Lessor shall pay to Lessee that portion of all sums that shall have been paid by Lessee pursuant to this Section 2.02 and that are allocable to any tax period occurring in whole beyond the date of such expiration or in part during the Term hereof; providedearlier termination less, howeverup to such amount, that all amounts referred of any amount due by Lessee to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessor at such time, and Lessee shall pay those portions thereof which correspond with the to Lessor that portion of all such year sums as are within shall be allocable to the Term hereby demisedperiod up to and including the date of such expiration or earlier termination and that shall not have been paid by Lessee.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, pay or discharge each of the following items on or prior to delinquency, the following (collectively, “Taxes”): last day on which such items may be paid without interest or penalty: (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the PremisesImpositions; (ii) all transfer taxes, recording fees and similar charges payable in connection with a conveyance hereunder to Lessee; (iii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any the Basic Rent, additional rent or any other sums payable hereunder; (iii) all salesby Lessee hereunder or levied upon or assessed against the Leased Premises, value addedto the extent that such tax, ad valoremassessment or other charge would be payable if the Leased Premises were the only property of Lessor subject thereto, use and similar taxes at any time levied, assessed or payable on account of the leasing, operation, possession or use of the Premises; and (iv) all charges any tax, assessment, charge or levy of utilities, communications and similar services serving any nature whatsoever imposed or levied upon or assessed against Lessor or the PremisesLeased Premises in substitution for or in place of an Imposition. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, corporate, estate, inheritance, succession, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefromexcess profits, or upon the value revenue taxes of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included Lessor which are not described in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein providedpreceding sentence. Lessee will agrees to furnish to Lessor, promptly within thirty days after request written demand therefor, proof of payment evidence of all items referred to above which are payments due under this paragraph 7(a). In the event that any Imposition levied or assessed against the Leased Premises and payable by Lessee. If any such assessment Lessee becomes due and payable during the Term hereof and may legally be paid in installmentsinstalments, Lessee may pay such assessment Imposition in installments; in such event, Lessee instalments and shall be liable only for those installments which become due and payable with respect to any tax period occurring in whole or in part during the Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) A. Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, charges which are, are at any time prior to or during the Term imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Base Rent, additional rent or other sums sum payable hereunder, (C) this Lease or against the Lease, or the leasehold estate hereby created or (D) which arises in respect of the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Base Rent, or any additional rent or other sums sum payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasing, operation, possession leasing or use of the Premises; and (iv) all charges of utilities, utilities and communications and similar services serving the Premises. Notwithstanding the foregoing; provided however, “Taxes,” as used herein, shall not include, and that Lessee shall not in any event be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution responsible for any other tax, assessment, charge of the foregoing amounts accruing but not payable prior to the date of this Lease or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at for any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy taxes or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on amounts owing by Lessor unrelated to the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, Lessor promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such eventNotwithstanding the foregoing, Lessee shall be liable only for installments which become due pay all the items referred to in subsections A(i) through (iii) above relative to the Premises that are billed after the date hereof and payable with respect prior to the termination (but in any tax period occurring event prorated in whole the event of any termination or in part during the Term hereofexpiration hereof other than by reason of Lessee's default); provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so it is intended that Lessee shall pay those portions thereof not be responsible for payment of an amount in the aggregate which correspond with exceeds the portion product obtained by multiplying 1/12th of the annual amount of such year as are items times the number of months during the term hereof prorated for any partial month. Lessor shall provide all bills and statements related to the real estate taxes and items to be paid by Lessee to the Lessee within five (5) days of Lessor's receipt of same and Lessee shall not be responsible for any late charges or penalties caused by Lessor's failure to provide such bills and statements in a timely fashion. In the Term hereby demisedevent of an early termination or expiration of this Lease (other than by reason of Lessee's default) Lessee may deduct from the final month's (or two months', if necessary) base rents and other amounts due to Lessor hereunder, any proration due Lessee by reason of application of the foregoing provisions.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following : (collectively, “Taxes”): (i1) all taxes, assessments, levies, fees, water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums sum payable hereunder, hereunder or (C) this Lease or the leasehold estate hereby created or (D) which arise in respect of the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums sum payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasingacquisition, operation, possession leasing or use of the Premises; and (iv) all charges of utilities, communications and similar services for utilities serving the PremisesPremises (all of which are collectively referred to as "impositions"). Notwithstanding the foregoingIn no event, “Taxes,” as used hereinhowever, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains income or similar tax of or on Lessor unless such (other than any tax is imposed, levied or assessed referred to in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(aclause (ii) above); provided, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above impositions which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; . If, however, by law, any imposition is or may be payable in such eventinstallments, Lessee shall be liable only for may pay the same (with any accrued interest on the unpaid balance of such imposition) in installments which as the same become due and before any interest or additional charge may be added thereto for the non-payment of any such installment; and provided, further, that any imposition payable with respect to any a fiscal tax period occurring in whole or in part during the Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term term of this Lease shall expire or terminate, otherwise than (i) because of the fault of Lessee or (ii) if Lessee purchases the Property pursuant to paragraph 11 or 13, shall be apportioned adjusted between Lessor and Lessee as of the expiration or termination of the term of this Lease, so that Lessee shall pay those portions thereof only an amount which correspond with bears the portion same relation to the total imposition as the part of such year as are fiscal tax period included within the Term hereby demisedterm of this Lease bears to the entire fiscal tax period. With respect to any assessment which by law is or may be payable in installments, Lessee shall pay only those installments which become due during the term of this Lease.

Taxes and Assessments; Compliance with Law. (a) Lessee Subject to Tenant's right to contest pursuant to Section 2.6 of this Lease, Tenant shall pay, as additional rent, prior to delinquency, the following (collectivelyall "IMPOSITIONS", “Taxes”): which are defined as: (i) all taxestaxes (including, assessmentswithout limitation, those described in (iii) below), assessments (including, without limitation, all assessments for public improvements or benefits, whether or not commenced or completed prior to the date hereof and whether or not commenced or completed within the term of this Lease), excises, levies, fees (including, without limitation, license, permit, inspection, authorization and similar fees), water and sewer rents and charges charges, ground lease rents, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, and any interest and penalties thereon which are, at any time prior to or during the Primary Term or any Extended Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent Additional Rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent Additional Rent or other sums payable hereunder; (iii) all salessales (including those imposed on lease rentals), value added, ad valorem, gross receipts, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all transfer, recording, stamp and real property gain taxes incurred upon the sale or transfer, or other disposition of the Premises or any interest therein to Tenant or the foreclosure of the Premises, (v) all offers, claims and demands of mechanics, laborers, materialmen and others which, if unpaid, might create a lien on the Premises, (vi) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee (vii) any other tax relating to the Premises resulting from any law enacted or adopted or amended after the date of this Lease imposed on Landlord. Tenant shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains net income or similar tax of payable by or on Lessor behalf of Landlord (other than any tax referred to in clause (ii) above) unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee Tenant is required to pay pursuant to this Section 5.02(a2.2(a); provided, however, that if, at . If any time during law is enacted or adopted or amended after the Term, date of this Lease which deducts the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on indebtedness secured by the rents received therefrom, or upon Indenture (as hereinafter defined) from the value of the Premises for the purpose of taxation or any present which imposes a tax, either directly or future improvement indirectly, on such indebtedness or improvements on Landlord's interest in the Premises, then all Tenant will pay such levies tax, with interest and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lesseepenalties thereon, and Lessee shall pay and discharge the same if any, as herein providedAdditional Rent hereunder. Lessee Subject to Tenant's right to contest pursuant to Section 2.6 of this Lease, Tenant will furnish to LessorLandlord, promptly within 30 days after request thereforthe due date thereof, proof of payment of all items referred to above which are payable by LesseeImpositions. If any such assessment Imposition may legally be paid in installments, Lessee Tenant may pay such assessment Imposition in installments; in such event, Lessee Tenant shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Primary Term and any Extended Term hereof; provided, however, that all amounts referred to in . Without limiting the generality of the provisions of this Section 5.02(a2.2(a), Tenant hereby agrees that if any sales taxes (or penalties or interest thereon) are imposed as a result of the transfer of personal property to Landlord or the lease of the same by Landlord, Tenant shall be responsible for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion payment of such year taxes, penalties and interest. Tenant hereby agrees to indemnify Landlord and to hold Landlord harmless from and against any and all reasonable third party costs and expenses (including, without limitation, reasonable attorneys' fees) incurred by Landlord as a result of any claim that such sales taxes are within the Term hereby demiseddue and owing.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquencyany interest, the following (collectivelypenalty, “Taxes”): fine or cost that may be added for nonpayment: (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Lease Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent Additional Rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent Additional Rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a)Section; provided, however, that if, at any time during the Lease Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Lease Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Lease Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Lease Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Subject to paragraph 16, Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): when due: (i) all taxes, assessmentsassessments (including assessments for benefits from public works or improvements, whether or not begun or completed prior to the commencement of the term of this Lease and whether or not to be completed within said term), levies, fees, water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary together with any interest and extraordinary, foreseen and unforeseenpenalties thereon, which are, at any time prior to or during the Term time, imposed or levied upon or assessed against or which arise with respect to (A) the PremisesLeased Premises or any part thereof, (B) any Basic Rent, additional rent reserved or payable hereunder, or any other sums payable by Lessee hereunder, or (C) this Lease or the leasehold estate hereby created or (D) which arise in respect of the operation, possession possession, occupancy, or use of the Premises; thereof, (ii) all any gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against against, or measured by any the Basic Rent, such additional rent rent, or such other sums payable by Lessee hereunder; , (iii) all sales, value added, ad valorem, sales and use and similar taxes at any time levied, which may be levied or assessed against or payable by Lessor or Lessee on account of the acquisition, leasing, operation, possession or use of the Premises; and Leased Premises or any portion thereof, (iv) all charges for water, gas, light, heat, telephone, electricity, power, and other utility and communications sen/ices rendered or used on or about the Leased Premises, and (v) any and all other obligations that may arise by virtue of utilities, communications and similar services serving Lessee’s use and/or possession of the Demised Premises. Notwithstanding the foregoingforegoing provisions of this paragraph 7(a), “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, corporate, estate, inheritance, succession, transfer, income, capital gains profits, or revenue taxes of Lessor (other than any gross receipts or similar tax of taxes imposed or on Lessor unless such tax is imposedlevied upon, levied assessed against, or assessed in substitution for measured by, the Basic Rent, additional rent, or any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and sums payable by Lessee, and Lessee shall pay and discharge the same as herein providedhereunder). Lessee will agrees to furnish to Lessor, promptly within 30 days after request thereforwritten demand therefore, proof of the payment of all items referred to above such taxes, assessments, levies, fees, rents, and charges, and all such utility and communication charges which are payable by LesseeLessee as provided in this paragraph 7(a). If In the event that any such assessment against the Leased Premises becomes due and payable during the Primary or any Extended Term and may be legally be paid in installments, Lessee may shall have the option to pay such assessment in installments; and in such event, Lessee shall be liable only for those installments which become due and payable with respect to any tax period occurring in whole or in part during the Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demisedPrimary and Extended Terms.

Taxes and Assessments; Compliance with Law. (a) Lessee Subject to Tenant's right to contest pursuant to Section 2.6 of this Lease, Tenant shall pay, as additional rent, prior to delinquency, the following (collectivelyall "Impositions", “Taxes”): which are defined as: (i) all taxestaxes (including, assessmentswithout limitation, those described in (iii) below), assessments (including, without limitation, all assessments for public improvements or benefits, whether or not commenced or completed prior to the date hereof and whether or not commenced or completed within the term of this Lease), excises, levies, fees (including, without limitation, license, permit, inspection, authorization and similar fees), water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, and any interest and penalties thereon which are, at any time prior to or during the Primary Term or any Extended Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent Additional Rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent Additional Rent or other sums payable hereunder; (iii) all salessales (including those imposed on lease rentals), value added, ad valorem, gross receipts, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all transfer, recording, stamp and real property gain taxes incurred upon the sale or transfer, or other disposition of the Premises or any interest therein to Tenant or the foreclosure of the Premises, (v) all offers, claims and demands of mechanics, laborers, materialmen and others which, if unpaid, might create a lien on the Premises, (vi) all charges of utilities, communications and similar services serving the Premises, and (vii) any other tax relating to the Premises resulting from any law enacted or adopted or amended after the date of this Lease imposed on Landlord pursuant to any deed of trust or mortgage creating a first mortgage lien on the Premises ("Indenture"). Notwithstanding the foregoingabove, “Taxes,” as used herein, shall not include, and Lessee Tenant shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains net income or similar tax of or on Lessor Landlord (other than any tax referred to in clause (ii) above) unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee Tenant is required to pay pursuant to this Section 5.02(a2.2 (a); provided. Subject to Tenant's right to contest pursuant to Section 2.6 of this Lease, however, that if, at any time during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee Tenant will furnish to LessorLandlord, promptly within 30 days after request thereforthe due date thereof, proof of payment of all items referred to above which are payable by LesseeImpositions. If any such assessment Imposition may legally be paid in installments, Lessee Tenant may pay such assessment Imposition in installments; in such event, Lessee Tenant shall be liable only for installments which that become due and payable with respect to any tax period occurring in whole or in part during the Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term hereof imposed or levied upon or assessed against or which arise with respect to (A) the PremisesProperties, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the PremisesProperties; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the PremisesProperties) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasing, operation, possession or use of the PremisesProperties; and (iv) all charges of utilities, communications and similar services serving the PremisesProperties. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a)5.03(a) or by law; provided, however, that if, at any time during the Lease Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises Properties or any present or future improvement or improvements on the PremisesProperties, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Lease Term hereof; provided, however, that all amounts referred to in this Section 5.02(a5.03(a) for the fiscal or tax year in which the Lease Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Lease Term hereby demised. If any Mortgagee requires deposits for payment of real estate taxes or other Impositions to be made with such Mortgagee, Lessee shall either pay to Lessor monthly the amounts required and Lessor shall transfer the amounts to such Mortgagee, or, pursuant to written direction by Lessor, Lessee shall make such deposits directly with such Mortgagee and provide evidence thereof to Lessor. Lessor agrees to use commercially reasonable efforts to minimize any Mortgagee requirements with respect to monthly escrows of real estate taxes, insurance or other Impositions, provided however that Lessor shall not be require to make any concessions, or incur any obligations or liabilities, to any Mortgagee or any other person in connection with such efforts, and Lessor shall not be in default of this Lease (and Lessee shall have no set-off rights with respect to) any claim or assertion by Lessee that Lessor has not expended such efforts.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges charges, and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Initial, Primary or any Extended Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Fixed Rent, Deferred Rent or Rent Payment, or any additional rent or other sums sum payable hereunder, hereunder or (C) this Lease or Lease, the leasehold estate hereby created or (D) which arises in respect of the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income in-come which fail to take into account deductions with respect to depreciationall customary deduc­tions (e.g., depreciation and interest, taxes or ordinary and necessary business expenses, in each case ) relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Fixed Rent, Deferred Rent or Rent Payment, or any additional rent or other sums sum payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasingacquisition, operation, possession leasing or use of the Premises; and (iv) all charges of utilities, utilities and communications and similar services serving the Premises; and (v) all amounts payable by Lessor pursuant to paragraph 6(a) of the Master Lease. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains income or similar tax of or on Lessor (other than any tax referred to in clause (ii) above) unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(aparagraph 6(a); , provided, however, that if, if at any time during the Termterm of this Lease, the method of taxation shall be such that there shall be assessed, levied, charged assessed or imposed on Lessor a capital levy or other tax directly on the rents received therefromtherefrom and/or any tax, assessment, levy or charge measured by or based, in whole or in part, upon such rents. or measured in whole or in part by income from the Premises, if in computing such income there is not allowable as a deduction for the taxable year substantially all of the depreciation or interest deductions allowed for federal income tax purposes for the taxable year, or upon the value of the Premises or any present or any future improvement or improvements on the Premises, then all such taxes, assessments, levies and taxes or charges or the part thereof so measured or based based, shall be included in the term “Taxes” and payable by Lessee, but only to the extent that such taxes would be payable if the Premises were the only property of Lessor, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Term term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Term imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Lease Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Lease Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Lease Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Lease Term hereby demised. Lessee shall, (i) if possible, have the tax bills mailed directly to Lessee by the proper governmental agency, and (ii) for the last lease year of the Term hereof, furnish an apportionment between Lessee and Lessor based on the number of days of Lessee's last lease year which fall within the then current calendar year. Further, Lessor acknowledges that the Premises is subject to a Tax Increment Financing Agreement ("TIF") between Lessee and the City of New Hope, Minnesota and the county assessor and all payments received under the TIF shall belong to and remain with Lessee so long as no Event of Default exists hereunder or Lessee is released from liability hereunder.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Interim Term, the Primary Term or any Extended Term hereof imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a); provided, however, that if, at any time during the Lease Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Lease Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Lease Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Lease Term hereby demised.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior to delinquency, the following (collectively, “Taxes”): : (i) all taxes, assessments, levies, fees, water and sewer rents and charges and all other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, which are, at any time prior to or during the Interim Term, the Primary Term or any Extended Term hereof imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or the leasehold estate hereby created or (D) the operation, possession or use of the Premises; (ii) all gross receipts or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent or other sums payable hereunder; (iii) all sales, value added, ad valorem, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all charges of utilities, communications and similar services serving the Premises. Notwithstanding the foregoing, “Taxes,” as used herein, shall not include, and Lessee shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains or similar tax of or on Lessor unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee is required to pay pursuant to this Section 5.02(a5.2(a); provided, however, that if, at any time during the Lease Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor a capital levy or other tax directly on the rents received therefrom, or upon the value of the Premises or any present or future improvement or improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by Lessee, and Lessee shall pay and discharge the same as herein provided. Lessee will furnish to Lessor, promptly after request demand therefor, proof of payment of all items referred to above which are payable by Lessee. If any such assessment may legally be paid in installments, Lessee may pay such assessment in installments; in such event, Lessee shall be liable only for installments which become due and payable with respect to any tax period occurring in whole or in part during the Lease Term hereof; , provided, however, that all amounts referred to in this Section 5.02(a5.2(a) for the fiscal or tax year in which the Lease Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Lease Term hereby demised.. Following the occurrence of an Event of Default or if Lessor is required by a Lender to pay into escrow funds necessary to pay Escrow Charges (as hereinafter defined) (but with not less than thirty (30) days prior notice), Lessee shall pay to Lessor such amounts (each an "Escrow Payment") quarterly or as required by such Lender (but not more often than monthly) so that there shall be in an escrow account an amount sufficient to pay the Escrow Charges as they become due. As used herein, "

Taxes and Assessments; Compliance with Law. (a) Lessee Subject to Tenant’s right to contest pursuant to Section 2.6 of this Lease, Tenant shall pay, as additional rentpay on an after tax basis, prior to delinquency, the following (collectivelyall “Impositions”, “Taxes”): which are defined as: (i) all taxestaxes (including, assessmentswithout limitation, those described in (iii) below), assessments (including, without limitation, all assessments for public improvements or benefits, whether or not commenced or completed prior to the date hereof and whether or not commenced or completed within the Term of this Lease), excises, levies, fees (including, without limitation, license, permit, inspection, authorization and similar fees), water and sewer rents and charges charges, ground lease rents, and all other governmental and quasi-governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, and any interest and penalties thereon which are, at any time prior to or during the Primary Term or any Extended Term, Wintergreen Extended Term or FMV Extended Term hereof, imposed or levied upon or assessed against or which arise with respect to (A) the Premises, (B) any Basic Rent, additional rent Additional Rent or other sums payable hereunderunder this Lease, (C) this Lease or the leasehold estate hereby created created, or (D) the operation, possession or use of the PremisesPremises or (E) the transactions contemplated by this Lease and other related documents; (ii) all gross receipts taxes or similar taxes (i.e., taxes based upon gross income which fail to take into account deductions with respect to depreciation, interest, taxes or ordinary and necessary business expenses, in each case relating to the Premises) imposed or levied upon, assessed against or measured by any Basic Rent, additional rent Additional Rent or other sums payable hereunderunder this Lease; (iii) all salessales (including those imposed on lease rentals), value added, ad valorem, gross receipts, use and similar taxes at any time levied, assessed or payable on account of the acquisition, ownership, leasing, operation, possession or use of the Premises; and (iv) all transfer, recording, stamp and real property gain taxes incurred upon the sale or transfer, or other disposition of the Premises or any interest therein to the Landlord (specifically excluding any real property gain taxes payable by Landlord upon the sale of the Premises or any Project to a third party other than in connection with the exercise of remedies in connection with an Event of Default) or to Tenant, (v) all offers, claims and demands of mechanics, laborers, materialmen and others which, if unpaid, might create a lien on the Premises, (vi) all charges of utilities, communications and similar services serving the Premises, and (vii) any other tax relating to the Premises resulting from any law enacted or adopted or amended after the date of this Lease imposed on Landlord pursuant to the Indenture (as hereinafter defined). Notwithstanding the foregoingclause (i) above, “Taxes,” as used herein, shall not include, and Lessee Tenant shall not be required to pay any franchise, estate, inheritance, transfer, income, capital gains net income or similar tax of or on Lessor Landlord unless such tax is imposed, levied or assessed in substitution for any other tax, assessment, charge or levy which Lessee Tenant is required to pay pursuant to this Section 5.02(a2.2(a); provided, however, provided that if, at any time if during the Term, the method of taxation shall be such that there shall be assessed, levied, charged or imposed on Lessor Landlord a capital levy or other tax directly on the rents received therefrom, therefrom or upon the value of the Premises or any present then existing or future improvement or proposed improvements on the Premises, then all such levies and taxes or the part thereof so measured or based shall be included in the term “Taxes” and payable by LesseeTenant before delinquency. Subject to Tenant’s right to contest pursuant to Section 2.6 of this Lease, and Lessee Tenant shall pay and discharge the same as herein provided. Lessee will furnish to LessorLandlord, promptly within thirty (30) days after request thereforthe due date thereof, proof of payment of all items referred to above which are payable by LesseeImpositions. If any such assessment Imposition may legally be paid in installmentsinstallments without the accrual of interest thereon, Lessee Tenant may pay such assessment Imposition in installments; in such event, Lessee Tenant shall be liable only for installments which become due Taxes attributed to the Primary Term and payable with respect to any tax period occurring in whole Extended Term, Wintergreen Extended Term or in part during the FMV Extended Term hereof; provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal or tax year in which the Term shall expire shall be apportioned so that Lessee shall pay those portions thereof which correspond with the portion of such year as are within the Term hereby demised.