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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “"Legal Requirements”"), as applied applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all Agreements, contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee)thereof, including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s 's default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On Upon the date hereof and promptly after any future date on which the Taxes are increased occurrence of an Event of Default (as defined herein) under Section 7.0l(a)(i)(l) or if required by an applicable taxing authorityLessor's mortgagee, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafterif any, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 subsection 1.05(a) hereof, pay one-twelfth fourth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” taxes and together with assessments described in subsection 5.02(a) hereof and the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) annual premiums for insurance required in Section 6.03 hereof next becoming due and payable with respect to the Premises. , and Lessee shall also pay to Lessor within fifteen (15) days after on demand therefor the amount by which the actual Taxes taxes and assessments and insurance premiums exceed the payment by Lessee required in this subsection. Notwithstanding anything The amounts received by Lessor pursuant to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor subsection (c) shall be solely liable used to pay taxes and premiums for insurance, as applicable and shall not be deemed Basic Rent for the application purposes of any sales or rent tax. Any remaining funds held by Lessor at the end of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Lease Term shall be refunded returned to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises Property to comply with and shall assume all obligations and liabilities with respect to (i) all statutes, laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect orders, regulations or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied ordinances applicable to the Premises Property or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all contracts, contracts (including insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions agreements and restrictions now or hereafter applicable to the Premises or Property as the ownership, operationoccupancy or use thereof, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, including but not limited to, to all such Legal Requirementsstatutes, laws, rules, orders, regulations or ordinances, requirements, contracts, agreements, covenants, conditions agreements and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added changes to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to LesseeImprovements.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee Tenant shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations regulations, and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied both foreseen and unforeseen and ordinary and extraordinary applicable to the Premises or the ownership, operation, use or possession thereof, thereof and (ii) all contracts (including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements), covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenantscollectively, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee"Legal Requirements"), including, including but not limited to, to all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided. Notwithstanding the foregoing, howeverLegal Requirements shall not include any contracts, thatcovenants, with respect conditions or restrictions applicable to any of the obligations of Lessee in clause (ii) above Premises which are not now in existence, Lessee hereafter voluntarily entered into by Landlord without the consent or approval of Tenant (which approval shall not be unreasonably withheld or delayed), unless Landlord is required to so enter into such contract, covenant, condition or restriction by any governmental or quasi-governmental entity. Tenant's failure to comply unless Lessee is either with any such contract, covenant, condition or restriction required by any governmental or quasi-governmental entity to be entered into by Landlord shall not constitute a party thereto or has given its written consent thereto, or unless the same is occasioned default by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months Tenant hereunder prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment Tenant's receipt of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lesseenotice or knowledge thereof.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee Tenant shall comply with and cause each of the Premises Projects to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations regulations, and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied both foreseen and unforeseen and ordinary and extraordinary applicable to the Premises applicable Project or the ownership, operation, use or possession thereof, thereof and (ii) all contracts (including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies)), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or each Projector the ownership, operation, use or possession thereof (other than covenantscollectively, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee"Legal Requirements"), including, including but not limited to, to all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided. Notwithstanding the foregoing, howeverLegal Requirements shall not include any contracts, thatagreements, with respect covenants, conditions or restrictions applicable to any of the obligations of Lessee in clause (ii) above a Project which are not now in existence, Lessee hereafter voluntarily entered into by Landlord without the consent or approval of Tenant (which approval shall not be unreasonably withheld or delayed), unless Landlord is required to so enter into such contract, agreement, covenant, condition or restriction by any governmental or quasi-governmental entity. Tenant's failure to comply unless Lessee is either with any such contract, agreement, covenant, condition or restriction required by any governmental or quasi- governmental entity to be entered into by Landlord shall not constitute a party thereto or has given its written consent thereto, or unless the same is occasioned default by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months Tenant hereunder prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment Tenant's receipt of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lesseenotice or knowledge thereof.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “"Legal Requirements”"), as applied applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all agreements, contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof thereof, including (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, limitation) all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which that require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s 's default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease5.07. (c) On If an Event of Default shall occur and be continuing, upon the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafterrequest of Lessor, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereofSubsection 1.04(a), each month pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” taxes and together with assessments described in Subsection 5.02(a) and the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) annual premiums for insurance required in Section 6.04 next becoming due and payable with respect to the Premises. , and Lessee shall also pay to Lessor within fifteen (15) days after on demand therefor the amount by which the actual Taxes taxes and assessments and insurance premiums exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as . (d) Lessee shall have complied with its obligations the right before any delinquency occurs to contest or object to the amount or validity of any such tax by appropriate legal proceedings but this shall not be deemed or construed in any way as relieving, modifying or extending Lessee's covenant to pay any such tax at the time and in the manner in this Article provided, unless (i) the legal proceedings shall operate to prevent the sale of the Leased Premises or any part thereof to satisfy such tax prior to final determination of such proceedings; or (ii) Lessee shall have provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of such proceedings. Lessee agrees to promptly pay and satisfy any such tax finally adjudicated adversely to Lessee and, if necessary to prevent a sale or other loss or damage to Lessor prior to final adjudication, to pay such tax under this Section 5.02(c)protest or take such other steps as may be necessary to prevent any such sale, loss, or other image to Lessor. Lessor shall co-operate with Lessee in such contest, without expense to Lessor, but shall not be solely liable required to join in any such proceedings unless it shall be necessary for it to do so in order properly to prosecute such proceedings and Lessor shall have been fully indemnified to its satisfaction against all costs and expenses in connection therewith. Lessor shall not be subjected to any liability for the application of the Tax Escrow Payments to the actual payment of Taxes any costs or expenses in connection with any such proceedings brought by Lessee, and Lessee covenants to indemnity and save Lessor harmless from any loss, cost, damage, and expense incurred by Lessor in connection with or as and when the same become duea result of such proceedings. Any excess Tax Escrow Payments remaining at the expiration Lessee shall notify Lessor of the Term shall be refunded Lessee's intended action prior to Lesseecontesting or objecting to a tax.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations regulations, and other governmental rules, orders and determinations presently in effect now or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “collectively Legal Requirements”), as applied ) applicable to the Premises or the ownership, operationpossession, operation or use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all contracts, contracts (including insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, occupancy, operation, possession or use or possession thereof (other than covenantsthereof, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, including but not limited to, to all such Legal Requirements, contracts, agreements, covenants, conditions agreements and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On Lessee acknowledges that it is responsible for compliance with all state and federal environmental laws, including the date hereof Spill Compensation and promptly after any future date on which Control Act (N.J.S.A. 58:10-23.11 et seq.) (the Taxes are increased Spill Fund), and the Environmental cleanup Responsibility Act (N.J.S.A. 13: K-6 et seq.) (collectively the "Environmental Statutes"). In the event that Lessor determines that Lessee has defaulted under this Subparagraph 6(c), and upon written request by an applicable taxing authorityXxxxxx, Lessee shall pay will make all filings and comply with all requests of the New Jersey Department of Environmental Protection (the "DEP"), and will require such compliance from the tenants under the Lease, as necessary. In the event that Xxxxxx does not expeditiously or immediately after receiving notice from the Lessor to so proceed with any compliance required by any State or Federal authority under the Environmental Statutes, the Lessor may reasonably elect to undertake such compliance in order to protect its interest in the Lease. Any monies expended by Lessor in efforts to comply with any environmental statute (including but not limited to: the costs of hiring consultants, undertaking sampling and testing, performing any cleanup necessary or useful in the compliance process and reasonable attorney's fees) will be additional rent hereunder. Lessee will provide Lessor with copies of all subleases hereafter entered into affecting the Lease and any amendments or additions to any lease affecting the Lease. Upon request from Lessor, Lessee will provide or cause to be provided to Lessor all information which Lessor may reasonably request and which Lessee possesses as to the use of the Premises by Lessee or any tenant, and an environmental audit of the Premises which is designed to described any materials on the Premises which would require a filing with any governmental authorities or which would require remedial action under any environmental statute. In the event that amount Xxxxxx receives notice from the DEP under Environmental Statutes of a discharge on the Premises, Lessee will send a copy of such notice to Lessor and will proceed to remedy the condition described in the notice. Lessee will proceed promptly to either remove the discharge and any effects therefrom or contest the allegations in the notice, taking all action necessary to ensure there will be that the Spill Fund administrator does not spend Spill Fund, as defined in the Environmental Statutes, monies to clean up the site. In the event that the Spill Fund administrator does spend money cleaning up property owned or leased by Xxxxxx in New Jersey, and a lien on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c)Premises is created, Lessor shall may take such actions as it deems necessary to remove such lien, or may require it to be solely liable for bonded by Lessee, whether such clean up affects the application Premises or some other property of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to LesseeLessee in New Jersey.

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. (b) Except with respect to environmentalLessee shall, safety and health matters (which are the subject of Section 5.06 below)at its expense, Lessee shall comply with and cause the Premises to comply with and shall assume cause the Leased Premises to comply with, in all obligations and liabilities with respect to (i) material respects, all governmental statutes, laws, ordinances and rules, orders, regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied ordinances the failure to comply with which at any time would affect the Leased Premises or the ownership, operation, use or possession any part thereof, includingor the use thereof, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to including those which require the extent necessary to prevent cancellation thereof and to insure full payment making of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to whether or not any of the obligations same involve a change of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless policy on the part of the body enacting the same is occasioned by (collectively, the Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”Requirements). Thereafter, Lessee shall, at its expense, comply with all Required Insurance (as defined in addition to paragraph 13), and concurrently with the payment provisions of Basic Rent as required in Section 1.05 hereofall contracts, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such paymentagreements, a “Tax Escrow Payment,” instruments and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining restrictions existing at the expiration commencement of the Term shall be refunded to Lesseeof this Lease or thereafter suffered or permitted by Lessee affecting the Leased Premises or any part thereof or the ownership, occupancy or use thereof.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all agreements, contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof thereof, including (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, limitation) all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which that require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease5.07. (c) On If an Event of Default shall occur and be continuing, upon the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafterrequest of Lessor, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereofSubsection 1.04(a), each month pay one.one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” taxes and together with assessments described in Subsection 5.02(a) and the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) annual premiums for insurance required in Section 6.04 next becoming due and payable with respect to the Premises. , and Lessee shall also pay to Lessor within fifteen (15) days after on demand therefor the amount by which the actual Taxes taxes and assessments and insurance premiums exceed the payment by Lessee required in this subsection. Notwithstanding anything In the event that Lessee shall timely pay any such sums to Lessor or Lessor’s designee, then Lessor shall cause such sums to be timely paid to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments relevant taxing authority to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lesseecover such taxes.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations regulations, and other governmental rules, orders and determinations presently in effect now or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “collectively Legal Requirements”), as applied ) ap­plicable to the Premises or the ownershipuse thereof unless Lessee has been granted an exception thereto by duly constituted authorities, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) the Agreements and all contracts, contracts (including insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownershipowner-ship, operation, occupancy or use thereof which are (a) hereinafter entered into provided that Lessee is a party or possession thereof has consented thereto or (other than covenants, conditions and restrictions imposed by Lessor subsequent to b) in effect on the date of this Lease without the consent of Lessee), including, hereof (including but not limited to, to all such Legal Requirements, contracts, agreements, covenants, conditions agreements and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of ) and (iii) the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Ground Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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 payable, imposed or levied upon or assessed during the term hereof, against or which arise with respect to (A) the PremisesProject, (B) any Basic Rent, additional rent or other sums sum payable hereunder, hereunder or (C) this Lease or the leasehold estate created hereby created or (D) which arises in respect of the operation, possession or use of the PremisesProject; (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, operationconstruction, possession leasing or use of the PremisesProject; and (iv) all charges of utilities, communications and similar services for utilities serving the PremisesProject. 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(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 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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises Project to comply with all federal, state, county, municipal and shall assume all obligations other governmental statutes, laws, rules, orders, regulations, ordinances, judgments, decrees and liabilities with respect to injunctions affecting the Project or the use or alteration thereof, whether now or hereafter enacted and in force, including any which may (i) all lawsrequire repairs, ordinances and regulations and other governmental rules, orders and determinations presently modifications or alterations in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied to the Premises Improvements or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) in any way limit the use and enjoyment thereof, and all contractspermits, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof licenses and to insure full payment of any claims made under such policies)authorizations and regulations relating thereto and covenants, agreements, covenantsrestrictions and encumbrances contained in any instrument, conditions and restrictions now either of record or hereafter applicable known to Lessee, at the time in force affecting the Project, not including, however, the covenants contained in the Mortgage, or covenants made or entered into by Lessor after the execution of this Lease, unless otherwise specifically required pursuant to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date terms of this Lease without (collectively the consent of Lessee), including, but not limited to, all such "Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease"). (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay comply with and cause the Project to Lessor that amount necessary to ensure there will be on deposit comply with Lessor an amount which when added the terms of any insurance policy covering or applicable to the Tax Escrow Payments will result in there being an amount on deposit sufficient Project which Lessee is required to pay the Taxes at least two (2) months prior maintain pursuant to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to this Lease and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth all requirements of the amount issuer of any such policy (as reasonably estimated by Lessor) of collectively, the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c"Insurance Requirements"), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), B. Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations regulations, and other governmental rules, orders and determinations presently in effect now or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structuralapplicable to the Premises or the ownership, unforeseen occupancy or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existenceuse thereof. However, Lessee shall not be required to so comply with any such contracts, agreements, covenants, conditions or restrictions affecting the Premises if entered into on or after the commencement date of this Lease unless Lessee is either a party thereto has consented thereto. Lessor shall indemnify, defend, and hold harmless Lessee, its officers, directors, beneficiaries, shareholders, partners, and agents from all fines, suits, procedures, claims, and actions of every kind and all costs associated therewith (including reasonable attorneys' and consultants' fees) arising out of or has given its written consent theretoin any way connected with (i) any deposit, spill, discharge, or unless other release of Hazardous Substances by Lessor that occurs during the same term of the Lease and as extended (other than fines, suits, procedures, claims, and actions for which Lessee is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) liable under this Lease. Nothing in clause Section 17 hereof), and (ii) any other actions of the immediately preceding sentence Lessor which are in violation of laws, ordinances or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Leaseregulations. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations regulations, and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “"Legal Requirements”), as applied ") applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, that with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s 's default (including any failure or omission by Lessee) under this Lease. Nothing Notwithstanding the foregoing provisions of this Subsection 5.2(b) to the contrary, if Lessee, in clause order to comply with General Legal Requirements (as defined below) applicable to the Premises, is required to construct a capital improvement to the Premises which costs in excess of $25,000, and the useful life of such capital improvement extends beyond the end of the Term, then Lessor shall reimburse Lessee for a portion of such excess costs above $25,000 incurred by Lessee, which portion shall equal the product of (i) the amount of such excess costs, multiplied by (ii) a fraction, the numerator of which is the remainder obtained by subtracting the remainder of the immediately preceding sentence or Term (expressed in months) at the following sentence shall modify time the obligations capital improvement is completed, from the expected useful life of Lessee under Section 5.04 the capital improvement (expressed in months), and the denominator of this Lease. which is the expected useful life of the capital improvement (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result expressed in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”months). Thereafter, Lessor shall make such reimbursement to Lessee shall, in addition to and concurrently with upon the payment later of Basic Rent as required in Section 1.05 hereof, pay one-twelfth (i) ninety (90) days after Lessee notifies Lessor of the amount (as reasonably estimated by Lessor) of the annual Taxes (each need for such paymentcapital improvement and Lessee's plans therefor, a “Tax Escrow Payment,” and together with the Initial Tax Escrow PaymentLessee's then cost estimate with respect thereto, hereinafter collectively referred to as the “Tax Escrow Payments”and (ii) next becoming due thirty (30) days after Lessor has received copies of all paid bills, lien waivers and payable as-built plans (or if none are prepared for Lessee, marked record sets) with respect to such capital improvement. "General Legal Requirements" shall mean Legal Requirements which are applicable to all buildings in the relevant jurisdiction which are similar to the Premises. Lessee shall also pay to Lessor within fifteen , and which Legal Requirements do not pertain or arise because of Lessee's particular use of the Premises (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in whether for candy manufacturing or as otherwise permitted under this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee Tenant shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “"Legal Requirements”"), as applied to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor Landlord subsequent to the date of this Lease without the consent of LesseeTenant and nothing in this Lease shall be construed as Tenant's consent or obligate Tenant to deliver any such consent), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee Tenant in clause (ii) above which are not now in existence, Lessee Tenant shall not be required to so comply unless Lessee Tenant is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s Tenant's default (including any failure or omission by LesseeTenant) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee Tenant under Section 5.04 of this Lease. (c) On So long as Tenant's Tangible Net Worth is less than $6,000,000.00, if required by Landlord's Mortgagee at any time during the date hereof Term, or if an Event of Default should occur and promptly after any future date on which the Taxes are increased by an applicable taxing authoritybe continuing and Landlord shall make such request, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee Tenant shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 subsection 1.05(a) hereof, pay one-twelfth of the amount (as reasonably estimated by LessorLandlord or Landlord's Mortgagee) of the annual Taxes (each such payment, a “Tax Escrow Payment,” taxes and together with assessments described in subsection 5.02(a) hereof and the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) annual premiums for insurance required in Section 6.03 hereof next becoming due and payable with respect to the Premises. Lessee Tenant shall also pay to Lessor within fifteen (15) days after Landlord on demand therefor the amount by which the actual Taxes taxes and assessments and insurance premiums exceed the payment by Lessee Tenant required in this subsection. Notwithstanding anything Landlord shall timely apply the escrowed funds to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes such charges in such order or priority as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term Landlord shall be refunded to Lesseereasonably determine or as required by applicable law.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof (except for Lessor tax obligations as set forth herein) and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 subsection 1.04(a) hereof, pay into escrow one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” taxes and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”assessments described in subsection 5.02(a) hereof next becoming due and payable with respect to the Premises. Notwithstanding the foregoing, Lessee shall also be required to pay into escrow any other such amounts required by Lessor’s Mortgagee. Lessee shall also pay to Lessor within fifteen (15) days after on demand therefor the amount by which the actual Taxes taxes and assessments exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application contemporaneously and automatically provide Lessee with written evidence that said tax obligations have been paid out of the Tax Escrow Payments to the actual payment of Taxes escrow as they become due and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lesseepayable.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “"Legal Requirements”"), as applied applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all agreements, contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof thereof, including (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, limitation) all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which that require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s 's default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease5.07. (c) On If an Event of Default shall occur and be continuing, upon the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafterrequest of Lessor, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereofSubsection 1.04(a), each month pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” taxes and together with assessments described in Subsection 5.02(a) and the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) annual premiums for insurance required in Section 6.04 next becoming due and payable with respect to the Premises. , and Lessee shall also pay to Lessor within fifteen (15) days after on demand therefor the amount by which the actual Taxes taxes and assessments and insurance premiums exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee Tenant shall comply with and cause each of the Premises Projects to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations regulations, and other governmental and quasi-governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied both foreseen and unforeseen and ordinary and extraordinary applicable to the Premises applicable Project or the ownership, operation, use or possession thereof, thereof and (ii) all contracts (including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies)), agreements, covenantscovenants (including the covenant set forth on Schedule K), conditions and restrictions now or hereafter applicable to the Premises each Project or the ownership, operation, use or possession thereof (other than covenantscollectively, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee“Legal Requirements”), including, including but not limited to, to all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions Requirements which require structural, unforeseen or extraordinary changes; providedprovided that any such requirement to make structural, howeverunforeseen or extraordinary changes shall be subject to the terms and provisions of Article 3 hereof to the extent such Article 3 applies). Notwithstanding the foregoing, thatLegal Requirements shall not include any contracts, agreements, covenants, conditions or restrictions applicable to a Project which are hereafter voluntarily entered into by Landlord without the consent or approval of Tenant (which approval shall not be unreasonably withheld or delayed), unless Landlord is required to enter into such contract, agreement, covenant, condition or restriction by any governmental or quasi-governmental entity. (c) If required by Landlord by notice in writing to Tenant, Tenant agrees that it shall deposit with Landlord, or, if directed by Landlord, to Lender (or its designee) (in the event such deposits are required, Landlord hereby irrevocably directs Tenant to make such deposits with Lender as long as the Indenture shall remain outstanding, and Tenant hereby grants a security interest in such account, if such is established, to Landlord and consents to the pledge of and the granting of a security interest in such account, if such is established, by Landlord to Lender) on each Payment Date, as Additional Rent, one twelfth (1/12) of all Impositions for the Premises during the next twelve (12) months in order to accumulate sufficient funds to pay all such Impositions at least thirty (30) days prior to their respective dates as reasonably estimated by Landlord according to the most recent tax bills or assessment and tax rate notices. To the extent permitted by applicable law, neither Landlord nor Lender or its designee (each of Landlord and Lender or such designee hereinafter referred to as "Depository"), as the case may be, shall be required to maintain such amounts in an account separate from other funds of such party or to deposit any such amounts in an interest-bearing account. If required by Landlord by notice in writing to Tenant, Tenant shall deposit with Depository, prior to the date which is thirty (30) days prior to the delinquency date of any Imposition, such additional amount as may be necessary to provide Depository with sufficient funds in such deposit account to pay each such charge at least thirty (30) days in advance of the delinquency date thereof. Depository shall apply the aforesaid deposits and interest, if any, thereon for such purpose not later than the last day on which any such charges may be paid without penalty or interest or disburse or cause Depository to disburse them to Tenant upon presentation of evidence of payment and a certificate of an officer of Tenant in form and substance satisfactory to Landlord. If, at any time, the amount of any Imposition is increased or Landlord or Lender receives information that such Imposition will be increased, or if Landlord shall determine in its reasonable judgment that the amounts of such deposit will be insufficient for the payments due, and if the monthly deposits then being made by Tenant for this purpose (if continued) would not make up a fund sufficient to pay such Imposition thirty (30) days prior to the due date, said monthly deposits thereupon shall be increased and Tenant immediately shall deposit with the Depository, on demand, sufficient moneys so that the moneys then on hand for the payment of said Imposition, plus the increased payments and such additional sums demanded, shall be sufficient so that the Depository shall have received from Tenant adequate amounts to pay such Imposition at least thirty (30) days before such Imposition becomes due and payable. In the event the amount of the funds deposited by Tenant exceeds the amount of the estimated Impositions, then the Landlord shall decrease the amount required for subsequent deposits under this Section 2.2(c). For purposes of determining whether the Depository has on hand sufficient moneys to pay any particular Imposition at least thirty (30) days prior to the due date therefor, deposits for each category of Imposition shall be treated separately, it being the intention that the Depository shall not be obligated to use moneys deposited for the payment of an item not yet due and payable to the payment of an item that is due and payable. Notwithstanding the foregoing, it is understood and agreed that (i) to the extent permitted by applicable law, deposits provided for hereunder may be held by the Depository in a single bank account and commingled with other funds of the Depository, and (ii) the Depository may, if Tenant fails to make any deposit required hereunder, apply deposits made for any one Imposition for the payment of the same, any other Imposition or any outstanding Basic Rent or Additional Rent. If an Event of Default shall have occurred and be continuing under this Lease, all deposits then held by the Depository shall be applied on account of any and all sums due under this Lease and Tenant shall forthwith pay the resulting deficiency in accordance with the terms hereof. If Landlord ceases to have any interest in any Project, Landlord shall direct the Depository to transfer to the person or entity who owns or acquires such interest in such Project and is the transferee of the Landlord's interest in this Lease, the deposits made pursuant to the provisions hereof. In addition, in the event that Lender (or a servicing agent on Lender's behalf) is the Depository, Lender shall have the right to transfer the deposits (or to cause its servicing agent to transfer such deposits) to any transferee of the Indenture or to the holder of any substitute Indenture. Upon any such transfer of the deposits, after acknowledgement of such transfer by the transferee and notice thereof to Tenant, the transferor shall be deemed to be released from all liability with respect thereto and Tenant agrees to look to the transferee solely with respect thereto, and the provisions hereof shall apply to each successive transfer of the said deposits. Tenant shall be deemed the owner of any such deposit and shall pay all taxes associated therewith. (d) Tenant shall not be required to make the deposits required by Section 2.2(c) so long as (i) subject to Section 2.6, Tenant shall pay all Impositions as the same become due and payable before delinquency, (ii) Tenant shall, upon request, furnish to Landlord receipts for payment of all Impositions or other evidence of such payment reasonably satisfactory to Landlord, (iii) no Event of Default shall have occurred and be continuing, (iv) Tenant has a Net Worth in excess of $100,000,000 and (v) Tenant is maintaining a Rent Coverage Ratio (as hereinafter defined) with respect to all Projects of at least 1.25:1. Tenant's obligation to make the deposits required by Section 2.2(c) shall immediately resume and shall continue (x) in the event of the failure of any condition set forth in clauses (i), (ii) or (iii) above, until the expiration or earlier termination of this Lease, (y) in the event of the failure of the condition set forth in clause (iv) above, until such time as Tenant's Net Worth shall be equal to or greater than $150,000,000 and (z) in the event of the failure of the condition set forth in clause (v) above, until such time as Tenant's Rent Coverage Ratio with respect to all Projects is equal to or greater than 1.5:1. For purposes of this Lease, "Rent Coverage Ratio" shall mean, as of any date, with respect to any Project, the ratio of (i) Tenant's EBITDAR with respect to such Project for the obligations Rent Coverage Determination Period, as certified to by the chief financial officer, treasurer or chief accounting officer of Lessee in clause Tenant, to (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) Basic Rent payable under this Lease with respect to such Project for such Rent Coverage Determination Period, subject to the audit rights of Landlord and Lender if the allocation or operating expenses with respect to such Project is materially different than with respect to Tenant as a whole, for such period. Any time Rent Coverage Ratio is to be calculated with respect to all Projects, such calculation shall be made on an aggregate basis. The Rent Coverage Ratio with respect to each Project and as to all Projects as of the most recent fiscal year end prior to the Closing is set forth in Schedule J, together with the calculations relating thereto. For purposes of this Lease. Nothing in clause , "Rent Coverage Determination Period" shall mean, as of any date, the 12-month period ending with the most recently completed calendar quarter not less than 30 days prior to such date (or, at any date that (i) Tenant shall have Net Worth greater than $150,000,000 and (ii) the Rent Coverage Ratio as of the immediately preceding sentence date of the last calculation shall be equal to or greater than 1.5.1, the following sentence shall modify 12-month period ending with the obligations of Lessee under Section 5.04 most recently completed fiscal year. For purposes of this Lease. , "EBITDAR" shall mean for any period, with respect to any Project, (ci) On net merchandise sales at such Project, plus (ii) delivery and services income at such Project, plus, (iii) all other income from such Project, minus (iv) cost of goods sold at such Project, minus (v) profit center and branch expenses allocable to such Project (including, without limitation, advertising costs, selling costs, occupancy costs, warehouse charges, delivery costs, general and administrative expenses) minus (vi) credit costs, losses, discounts and charges allocable to goods sold at such Project. For purposes of the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authorityforegoing, Lessee (i) no deduction shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added made for interest expense, corporate income taxes, depreciation, amortization, rent payable under this Lease or general corporate overhead (except to the Tax Escrow Payments will result extent such expenses are customarily allocated to individual stores), and (ii) the calculations shall be made in there being an amount on deposit sufficient to pay accordance with generally accepted accounting principles, and (iii) allocations of income or expense among Tenant's stores, profit centers or regions shall be fairly allocated and consistent with Tenant's internal accounting methodology as certified by Tenant’s chief financial officer, treasurer or chief accounting officer. For purposes of this Lease, "Net Worth" shall mean, as of a given date, (x) the Taxes total assets of Tenant as of such date less (y) Tenant's liabilities as of such date determined in accordance with generally accepted accounting principles; provided, however, that at least two (2) months prior any time that Tenant is subject to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to reporting requirements of Sections 13 and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor15(d) of the annual Taxes (each such paymentSecurities and Exchange Act of 1934, a “Tax Escrow Payment,” and together as amended, Net Worth shall be as set forth in Tenant's most recent Form 10-K or Form 10-Q filed with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due Securities and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to LesseeExchange Commission.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes, except for when such structural changes are required during the last two (2) years of the Term; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section subsection 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after on demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any Absent an Event of Default, any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “"Legal Requirements”"), as applied applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all Agreements, contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee)thereof, including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s 's default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On Upon the date hereof and promptly after any future date on which the Taxes are increased occurrence of an Event of Default (as defined herein) under Section 7.01(a)(i)(1) or if required by an applicable taxing authorityLessor's mortgagee, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafterif any, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 subsection 1.05(a) hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” taxes and together with assessments described in subsection 5.02(a) hereof and the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) annual premiums for insurance required in Section 6.03 hereof next becoming due and payable with respect to the Premises. , and Lessee shall also pay to Lessor within fifteen (15) days after on demand therefor the amount by which the actual Taxes taxes and assessments and insurance premiums exceed the payment by Lessee required in this subsection. Notwithstanding anything to Any remaining funds held by Lessor at the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application end of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Lease Term shall be refunded returned to Lessee.

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. (b) Except with respect . Following the occurrence of an Event of Default or if Lessor is required by a Lender to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent pay into escrow funds necessary to prevent cancellation thereof and to insure full payment of any claims made under such policiespay Escrow Charges (as hereinafter defined) (but with not less than thirty (30) days prior notice), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, 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 amount necessary to ensure there will shall be on deposit with Lessor in an escrow account an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent Charges as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same they become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.As used herein, "

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. (b) Except with respect to environmentalLessee shall, safety and health matters (which are the subject of Section 5.06 below)at its expense, Lessee shall comply with and cause the Premises to comply with and shall assume cause the Leased Premises to comply with, in all obligations and liabilities with respect to (i) material respects, all governmental statutes, laws, ordinances and rules, orders, regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied ordinances the failure to comply with which at any time would affect the Leased Premises or any part thereof,or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to including those which require the extent necessary to prevent cancellation thereof and to insure full payment making of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to whether or not any of the obligations same involve a change of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless policy on the part of the body enacting the same is occasioned by (collectively, the Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”Requirements). Thereafter, Lessee shall, at its expense, comply with all Required Insurance (as defined in addition to paragraph 13), and concurrently with the payment provisions of Basic Rent as required in Section 1.05 hereofall contracts, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such paymentagreements, a “Tax Escrow Payment,” instruments and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining restrictions existing at the expiration commencement of the Term shall be refunded to Lesseeof this Lease or thereafter suffered or permitted by Lessee affecting the Leased Premises or any part thereof or the ownership, occupancy or use thereof.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”"LEGAL REQUIREMENTS"), as applied applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all Agreements, contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee)thereof, including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s 's default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. Lessor agrees that Lessee may negotiate amendments to the operating agreements and similar agreements which are binding upon the owner of the Premises and that it will execute such amendments and agreements if they will not adversely affect the value of the Premises and Lessor will use its best efforts (at the expense of Lessee) to obtain the consent of any mortgage lender to such amendments. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 Subsection 1.05(a) hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” taxes and together with assessments described in Subsection 5.02(a) -8- 10 hereof and the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) annual premiums for insurance required in Section 6.03 hereof next becoming due and payable with respect to the Premises. Lessor shall hold such funds in an interest bearing account and shall disburse such interest to Lessee annually at the commencement of each lease year. Lessor shall forward to Lessee the funds necessary (or, if not enough funds have been placed in escrow with Lessor, the available funds) to make the respective tax and insurance payments following at least ten (10) days notice by Lessee to Lessor of the amount required and the applicable due date thereof. Lessee shall also pay to Lessor within fifteen (15) days after on demand therefor the amount by which the actual Taxes taxes and assessments and insurance premiums exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied legal requirements applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all contracts, contracts (including insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions agreements and restrictions now or hereafter applicable to the Premises or the ownership, operationoccupancy or use thereof, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, including but not limited to, to all such Legal Requirementslegal requirements, contracts, agreements, covenants, conditions agreements and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added changes to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to LesseeImprovements.

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 imposed, levied or assessed against the Premises or any use thereof, (ii) real estate taxes on the Land and the "Power Plant" (as hereinafter defined), but only to the extent and on the terms provided in (b) of this paragraph 7), (iii) 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, Premises or (B) any Basic Rent, additional rent or other sums payable hereunder, (C) this Lease or and the leasehold estate hereby created or (D) which arises in respect of the operation, possession or use of the Premises; ; (iiiv) 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 on Lessor or levied upon, assessed against or measured by any Basic Fixed Rent, additional rent or other sums sum payable hereunder; ; (iiiv) all sales, value added, ad valorem, use and similar taxes imposed on Lessor at any time levied, assessed or payable on account of the leasingacquisition (by Lessee), operation, possession leasing or use of the Premises; and ; (ivvi) all charges for utilities communication and all other services rendered or used in, on or about the Premises and all taxes, assessments, liens and fees imposed upon any of utilities, communications and similar services serving the Premisesforegoing; and (vii) payments in lieu of each of the foregoing. 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 Lessor, or on successors in interest of Lessor or partners of successors in interest of Lessor (other than any tax referred to in clauses (iv) and (v) 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 7(a); providedProvided, however, that if, at any time during the Termterm of this Lease, the method of income taxation shall be such that there shall be assessed, levied, charged assessed or imposed on Lessor a capital levy or other income tax (however designated) 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 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 as if the Premises were the only property of Lessor, and Lessee shall pay and discharge the same as herein provided, or, if, by law, Lessor must make payment of any such item(s), Lessee shall promptly reimburse Lessor, as additional rent, for same. Lessee will shall 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; , together with all interest due by reason of the payment of such assessment in installments. Whenever part of a fiscal period of any tax or assessment payable hereunder by Lessee is included within the Term of this Lease, and a part thereof is included in a period of time after the termination of this Lease, the amount of any tax or assessment relating to such eventfiscal period shall be adjusted between Lessor and Lessee, upon the termination of this Lease, so that Lessee shall bear only its proportionate share of the cost thereof. In like manner, Lessee shall be liable only for installments which become due and payable with respect to bear its proportionate share of any tax or assessment paid by Lessor prior to the commencement date hereof, if part of the fiscal period occurring in whole of such tax or in part during assessment is included within the Term hereof; providedof this Lease. Subject to the terms of Paragraph 15 (Permitted Contests), howeverLessee shall pay all taxes, that all amounts assessments, charges and other payment obligations referred to in this Section 5.02(a) subparagraph 7 prior to delinquency; provided that if the statement or bill for any sucx xxx, assessment, charge or obligations should be delivered or issued solely to Lessor in the fiscal first instance (with Lessee having no independent knowledge of the issuance of such tax, assessment, charge or tax year in which the Term shall expire shall be apportioned so that obligation), then Lessee shall not be deemed to be in default hereunder, unless Lessee shall fail to pay those portions thereof which correspond with the portion of such year as are tax, assessment, change or other obligation within the Term hereby demised. (b) Except with respect to environmental, safety and health matters (which are the subject later of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all lawsthe last date such item may be paid without incurring any interest or penalty thereon, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contractsten (10) days after Lessor provides Lessee with a notice of such tax, insurance policies charge, assessment or obligation, together with a statement of Lessee's share thereof. If, at any time hereafter the Land or the Power Plant shall be affected by any public improvement assessment or assessments, which are, or may, become payable in future installments, the Lessee shall share in the payment of such installment (including, without limitationincluding interest on the remaining balance of the assessments which may become due during the Term of this Lease, to the extent necessary such installments relate to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor periods within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.of this

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee Tenant shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations regulations, and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied both foreseen and unforeseen and ordinary and extraordinary applicable to the Premises or the ownership, operation, use or possession thereof, thereof and (ii) all contracts (including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements), covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenantscollectively, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee"Legal Requirements"), including, including but not limited to, to all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided. Notwithstanding the foregoing, howeverLegal Requirements shall not include any contracts, thatcovenants, with respect conditions or restrictions applicable to any of the obligations of Lessee in clause (ii) above Premises which are not now in existence, Lessee hereafter voluntarily entered into by Landlord without the consent or approval of Tenant (which approval shall not be unreasonably withheld or delayed), unless Landlord is required to so enter into such contract, covenant, condition or restriction by any governmental or quasi-governmental entity. Tenant's failure to comply unless Lessee is either with any such contract, covenant, condition or restriction required by any governmental or quasi-governmental entity to be entered into by Landlord shall not constitute a party thereto or has given its written consent thereto, or unless the same is occasioned default by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months Tenant hereunder prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment Tenant's receipt of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lesseenotice or knowledge thereof.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “"Legal Requirements”"), as applied to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease agreement without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s 's default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On If required by Lessor's Mortgagee at any time during the date hereof and promptly after any future date on which Lease Term, or if an Event of Default shall occur, upon the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafterrequest of Lessor, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 subsection 1.04(a) hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor or Lessor's Mortgagee, as applicable) of the annual Taxes (each such payment, a “Tax Escrow Payment,” taxes and together with assessments described in subsection 5.02(a) hereof and the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) annual premiums for insurance required in Section 6.03 hereof next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after on demand therefor the amount by which the actual Taxes taxes and assessments and insurance premiums exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

Taxes and Assessments; Compliance with Law. (a) Lessee shall pay, as additional rent, prior pay or cause to delinquency, the following (collectively, “Taxes”): be paid: (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 Fixed Rent, additional rent Additional Rent 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 Fixed Rent, additional rent Additional Rent or other sums sum payable hereunder; (iii) all sales, value added, ad valorem, use and or 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 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, 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. Notwithstanding the foregoing, Lessee Lessor's sole remedy for breach of this paragraph shall be liable only for installments which become due to terminate this Lease and payable with respect shall not be 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 demisedcollect money from Lessee. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect regulations or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied statutes applicable to the Premises Lessee or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spacesthe Premises, and (ii) all contracts, contracts (including without limitation insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements (including without limitation management agreements, covenants, conditions ) and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any operation of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this LeasePremises. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all Agreements, contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee)thereof, including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On Upon the date hereof and promptly after any future date on which the Taxes are increased by occurrence of an applicable taxing authorityEvent of Default (as defined herein) under Section 7.01(a)(i)(1), Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafterif any, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 subsection 1.05(a) hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” taxes and together with assessments described in subsection 5.02(a) hereof and the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) annual premiums for insurance required in Section 6.03 hereof next becoming due and payable with respect to the Premises. , and Lessee shall also pay to Lessor within fifteen (15) days after on demand therefor the amount by which the actual Taxes taxes and assessments and insurance premiums exceed the payment by Lessee required in this subsection. Notwithstanding anything to Any remaining funds held by Lessor at the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application end of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Lease Term shall be refunded returned to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee Tenant shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations regulations, and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied both foreseen and unforeseen and ordinary and extraordinary applicable to the Premises or the ownership, operation, use or possession thereof, thereof and (ii) all contracts (including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies)), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenantscollectively, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee"LEGAL REQUIREMENTS"), including, including but not limited to, to all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided. Notwithstanding the foregoing, howeverLegal Requirements shall not include any contracts, thatagreements, with respect covenants, conditions or restrictions applicable to any of the obligations of Lessee in clause (ii) above Premises which are not now in existence, Lessee hereafter voluntarily entered into by Landlord without the consent or approval of Tenant (which approval shall not be unreasonably withheld or delayed), unless Landlord is required to so comply unless Lessee is either a party thereto enter into such contract, agreement, covenant, condition or restrictions by any governmental or quasi-governmental entity and Tenant has given its written consent theretoreceived notice of such contract, agreement, covenant or unless the same is occasioned by Legal Requirements restriction from Landlord or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Leaseotherwise has actual knowledge thereof. (c) On Tenant represents and warrants to Landlord that, to Tenant's best knowledge and belief, there has not been committed by Tenant or any other Person in occupancy of or involved with the operation or use of the Premises or any part thereof any act or omission affording the federal government or any state or local government the right of forfeiture as against the Premises or any part thereof or on any monies paid in performance of Tenant's obligations under this Lease. Tenant hereby covenants and agrees not to commit, permit or suffer to exist any act, omission or circumstance affording such right of forfeiture. In furtherance thereof, Tenant hereby indemnifies Landlord and Lender (as hereinafter defined) and agrees to defend and hold Landlord and Lender harmless from and against any loss, damage or injuries by reason of the breach of the covenants and agreements or the representations and warranties set forth in this clause (c). Without limiting the generality of the foregoing, the filing of formal charges or the commencement of proceedings against Tenant or all or any part of the Premises under any state or federal law for which forfeiture of the Premises or any part thereof or of any monies paid in performance of Tenant's obligations under this Lease is a potential result, shall, at the election of Landlord, constitute an automatic Event of Default hereunder unless Tenant is contesting the same in accordance with the provisions of Section 2.6. (d) Anything contained herein to the contrary notwithstanding, from and after the occurrence of any Event of Default or if otherwise required by Lender, Tenant agrees that it shall deposit with Landlord or, if directed by Landlord, to Lender (or its designee)(Landlord hereby irrevocably directs Tenant to make such deposits with Lender as long as the Indenture shall remain outstanding) on each Payment Date, as Additional Rent, one twelfth (1/12) of all Impositions (which, for the purposes of this Section 2.2(d) shall exclude the items described in subparagraphs (iv), (v) and (vi) of the definition of Impositions set forth in Section 2.2(a)) for the Premises for the year then in effect as reasonably estimated by Landlord. To the extent permitted by applicable law, neither Landlord nor Lender or its designee (each of Landlord and Lender hereinafter referred to as "DEPOSITORY"), as the case may be, shall be required to maintain such amounts in an account separate from other funds of such party or to deposit any such amounts in an interest-bearing account, provided, however, in the event such amounts are maintained in an interest bearing account and no Event of Default shall have occurred and be continuing hereunder, Tenant shall be entitled to receive any interest earned thereon on a quarterly basis. Tenant shall deposit with Depository, prior to the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two is thirty (230) months days prior to the due date thereof of any Imposition, such additional amount as may be necessary to provide Depository with sufficient funds in such deposit account to pay each such charge at least thirty (“Initial Tax Escrow Payment”)30) days in advance of the due date thereof. ThereafterDepository shall apply the aforesaid deposits for such purpose not later than the last day on which any such charges may be paid without penalty or interest. If, Lessee shallat any time, in addition the amount of any Imposition is increased or Landlord or Lender receives information that such Imposition will be increased, and if the monthly deposits then being made by Tenant for this purpose (if continued) would not make up a fund sufficient to pay such Imposition thirty (30) days prior to the due date, said monthly deposits thereupon shall be increased and concurrently Tenant immediately shall deposit with the Depository, on demand, sufficient moneys so that the moneys then on hand for the payment of Basic Rent as required in Section 1.05 hereofsaid Imposition, plus the increased payments and such additional sums demanded, shall be sufficient so that the Depository shall have received from Tenant adequate amounts to pay one-twelfth such Imposition at least thirty (30) days before such Imposition becomes due and payable. For the purpose of determining whether the amount Depository has on hand sufficient moneys to pay any particular Imposition at least thirty (as reasonably estimated by Lessor30) days prior to the due date therefor, deposits for each category of Imposition shall be treated separately, it being the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with intention that the Initial Tax Escrow Payment, hereinafter collectively referred Depository shall not be obligated to as use moneys deposited for the “Tax Escrow Payments”) next becoming payment of an item not yet due and payable with respect to the Premisespayment of an item that is due and payable. Lessee shall also pay Notwithstanding the foregoing, it is understood and agreed that (a) to Lessor within fifteen the extent permitted by applicable law, deposits provided for hereunder may be held by the Depository in a single bank account and commingled with other funds of the Depository, and (15b) days after demand therefor the amount by which the actual Taxes exceed Depository may, if Tenant fails to make any deposit required hereunder, apply deposits made for any one Imposition for the payment of the same, any other Imposition or any outstanding Basic Rent or Additional Rent. If this Lease shall be terminated by Lessee required reason of any Event of Default, all deposits then held by the Depository shall be applied on account of any and all sums due under this Lease and Tenant shall forthwith pay the resulting deficiency in this subsectionaccordance with the terms hereof. Notwithstanding anything If Landlord ceases to have any interest in the Premises, Landlord shall direct the Depository to transfer to the contrary contained person or entity who owns or acquires such interest in the Premises and is the transferee of the Landlord's interest in this Lease, so long as Lessee the deposits made pursuant to the provisions hereof. In addition, in the event that the Lender (or a servicing agent on Lender's behalf) is the Depository, the Lender shall have complied with the right to transfer the deposits (or to cause its obligations under this Section 5.02(c)servicing agent to transfer such deposits) to any transferee of the Indenture or to the holder of any substitute Indenture. Upon any such transfer of the deposits and notice thereof to Tenant, Lessor the transferor shall be deemed to be released from all liability with respect thereto and Tenant agrees to look to the transferee solely liable for with respect thereto, and the application provisions hereof shall apply to each successive transfer of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lesseesaid deposits.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee The Partnership shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied legal requirements applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all contracts, contracts (including insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions agreements and restrictions now or hereafter applicable to the Premises or the ownership, operationoccupancy or use thereof, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, including but not limited to, to all such Legal Requirementslegal requirements, contracts, agreements, covenants, conditions agreements and restrictions which require structural, structural unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added changes to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to LesseeImprovements.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee Tenant shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations regulations, and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied both foreseen and unforeseen and ordinary and extraordinary applicable to the Premises or the ownership, operation, use or possession thereof, thereof and (ii) all contracts (including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements), covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenantscollectively, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee"Legal Requirements"), including, including but not limited to, to all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided. Notwithstanding the foregoing, howeverLegal Requirements shall not include any contracts, thatcovenants, with respect conditions or restrictions applicable to any of the obligations of Lessee in clause (ii) above Premises which are not now in existence, Lessee hereafter voluntarily entered into by Landlord without the consent or approval of Tenant (which approval shall not be unreasonably withheld or delayed), unless Landlord is required to so enter into such contract, covenant, condition or restriction by any governmental or quasi-governmental entity. Tenant's failure to comply unless Lessee is either with any such contract, covenant, condition or restriction required by any governmental or quasi-governmental entity to be entered into by Landlord shall not constitute a party thereto or has given its written consent thereto, or unless the same is occasioned default by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months Tenant hereunder prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment Tenant's receipt of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lesseenotice or knowledge thereof.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee Tenant shall comply with and cause each of the Premises Projects to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations regulations, and other governmental and quasi-governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied both foreseen and unforeseen and ordinary and extraordinary applicable to the Premises applicable Project or the ownership, operation, use or possession thereof, thereof and (ii) all contracts (including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies)), agreements, covenantscovenants (including the covenant set forth on Schedule K), conditions and restrictions now or hereafter applicable to the Premises each Project or the ownership, operation, use or possession thereof (other than covenantscollectively, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee"Legal Requirements"), including, including but not limited to, to all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions Requirements which require structural, unforeseen or extraordinary changes; providedprovided that any such requirement to make structural, howeverunforeseen or extraordinary changes shall be subject to the terms and provisions of Article 3 hereof to the extent such Article 3 applies). Notwithstanding the foregoing, thatLegal Requirements shall not include any contracts, agreements, covenants, conditions or restrictions applicable to a Project which are hereafter voluntarily entered into by Landlord without the consent or approval of Tenant (which approval shall not be unreasonably withheld or delayed), unless Landlord is required to enter into such contract, agreement, covenant, condition or restriction by any governmental or quasi-governmental entity. (c) If required by Landlord by notice in writing to Tenant, Tenant agrees that it shall deposit with Landlord, or, if directed by Landlord, to Lender (or its designee) (in the event such deposits are required, Landlord hereby irrevocably directs Tenant to make such deposits with Lender as long as the Indenture shall remain outstanding, and Tenant hereby grants a security interest in such account, if such is established, to Landlord and consents to the pledge of and the granting of a security interest in such account, if such is established, by Landlord to Lender) on each Payment Date, as Additional Rent, one twelfth (1/12) of all Impositions for the Premises during the next twelve (12) months in order to accumulate sufficient funds to pay all such Impositions at least thirty (30) days prior to their respective dates as reasonably estimated by Landlord according to the most recent tax bills or assessment and tax rate notices. To the extent permitted by applicable law, neither Landlord nor Lender or its designee (each of Landlord and Lender or such designee hereinafter referred to as "Depository"), as the case may be, shall be required to maintain such amounts in an account separate from other funds of such party or to deposit any such amounts in an interest-bearing account. If required by Landlord by notice in writing to Tenant, Tenant shall deposit with Depository, prior to the date which is thirty (30) days prior to the delinquency date of any Imposition, such additional amount as may be necessary to provide Depository with sufficient funds in such deposit account to pay each such charge at least thirty (30) days in advance of the delinquency date thereof. Depository shall apply the aforesaid deposits and interest, if any, thereon for such purpose not later than the last day on which any such charges may be paid without penalty or interest or disburse or cause Depository to disburse them to Tenant upon presentation of evidence of payment and a certificate of an officer of Tenant in form and substance satisfactory to Landlord. If, at any time, the amount of any Imposition is increased or Landlord or Lender receives information that such Imposition will be increased, or if Landlord shall determine in its reasonable judgment that the amounts of such deposit will be insufficient for the payments due, and if the monthly deposits then being made by Tenant for this purpose (if continued) would not make up a fund sufficient to pay such Imposition thirty (30) days prior to the due date, said monthly deposits thereupon shall be increased and Tenant immediately shall deposit with the Depository, on demand, sufficient moneys so that the moneys then on hand for the payment of said Imposition, plus the increased payments and such additional sums demanded, shall be sufficient so that the Depository shall have received from Tenant adequate amounts to pay such Imposition at least thirty (30) days before such Imposition becomes due and payable. In the event the amount of the funds deposited by Tenant exceeds the amount of the estimated Impositions, then the Landlord shall decrease the amount required for subsequent deposits under this Section 2.2(c). For purposes of determining whether the Depository has on hand sufficient moneys to pay any particular Imposition at least thirty (30) days prior to the due date therefor, deposits for each category of Imposition shall be treated separately, it being the intention that the Depository shall not be obligated to use moneys deposited for the payment of an item not yet due and payable to the payment of an item that is due and payable. Notwithstanding the foregoing, it is understood and agreed that (i) to the extent permitted by applicable law, deposits provided for hereunder may be held by the Depository in a single bank account and commingled with other funds of the Depository, and (ii) the Depository may, if Tenant fails to make any deposit required hereunder, apply deposits made for any one Imposition for the payment of the same, any other Imposition or any outstanding Basic Rent or Additional Rent. If an Event of Default shall have occurred and be continuing under this Lease, all deposits then held by the Depository shall be applied on account of any and all sums due under this Lease and Tenant shall forthwith pay the resulting deficiency in accordance with the terms hereof. If Landlord ceases to have any interest in any Project, Landlord shall direct the Depository to transfer to the person or entity who owns or acquires such interest in such Project and is the transferee of the Landlord's interest in this Lease, the deposits made pursuant to the provisions hereof. In addition, in the event that Lender (or a servicing agent on Lender's behalf) is the Depository, Lender shall have the right to transfer the deposits (or to cause its servicing agent to transfer such deposits) to any transferee of the Indenture or to the holder of any substitute Indenture. Upon any such transfer of the deposits, after acknowledgement of such transfer by the transferee and notice thereof to Tenant, the transferor shall be deemed to be released from all liability with respect thereto and Tenant agrees to look to the transferee solely with respect thereto, and the provisions hereof shall apply to each successive transfer of the said deposits. Tenant shall be deemed the owner of any such deposit and shall pay all taxes associated therewith. (d) Tenant shall not be required to make the deposits required by Section 2.2(c) so long as (i) subject to Section 2.6, Tenant shall pay all Impositions as the same become due and payable before delinquency, (ii) Tenant shall, upon request, furnish to Landlord receipts for payment of all Impositions or other evidence of such payment reasonably satisfactory to Landlord, (iii) no Event of Default shall have occurred and be continuing, (iv) Tenant has a Net Worth in excess of $100,000,000 and (v) Tenant is maintaining a Rent Coverage Ratio (as hereinafter defined) with respect to all Projects of at least 1.25:1. Tenant's obligation to make the deposits required by Section 2.2(c) shall immediately resume and shall continue (x) in the event of the failure of any condition set forth in clauses (i), (ii) or (iii) above, until the expiration or earlier termination of this Lease, (y) in the event of the failure of the condition set forth in clause (iv) above, until such time as Tenant's Net Worth shall be equal to or greater than $150,000,000 and (z) in the event of the failure of the condition set forth in clause (v) above, until such time as Tenant's Rent Coverage Ratio with respect to all Projects is equal to or greater than 1. 5:1. For purposes of this Lease, "Rent Coverage Ratio" shall mean, as of any date, with respect to any Project, the ratio of (i) Tenant's EBITDAR with respect to such Project for the obligations Rent Coverage Determination Period, as certified to by the chief financial officer, treasurer or chief accounting officer of Lessee in clause Tenant, to (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) Basic Rent payable under this Lease with respect to such Project for such Rent Coverage Determination Period, subject to the audit rights of Landlord and Lender if the allocation or operating expenses with respect to such Project is materially different than with respect to Tenant as a whole, for such period. Any time Rent Coverage Ratio is to be calculated with respect to all Projects, such calculation shall be made on an aggregate basis. The Rent Coverage Ratio with respect to each Project and as to all Projects as of the most recent fiscal year end prior to the Closing is set forth in Schedule J, together with the calculations relating thereto. For purposes of this Lease. Nothing in clause , "Rent Coverage Determination Period" shall mean, as of any date, the 12-month period ending with the most recently completed calendar quarter not less than 30 days prior to such date (or, at any date that (i) Tenant shall have Net Worth greater than $150,000,000 and (ii) the Rent Coverage Ratio as of the immediately preceding sentence date of the last calculation shall be equal to or greater than 1.5.1, the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently 12-month period ending with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.most

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 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 Tenant shall pay the amount thereof to Landlord (or as Landlord otherwise directs Tenant) not later than five (5) business days after notice from Landlord of the amount due. (b) Landlord, in its discretion, shall have the sole and exclusive right (but not the obligation) to protest or appeal real estate taxes, fee in lieu of taxes, and assessments applicable to the Premises. Except as expressly approved in writing by Landlord, in advance, which approval shall not be liable only for installments which become due unreasonably withheld, conditioned or delayed, Tenant shall not have any right to protest or appeal any real estate taxes, fee in lieu of taxes, and payable assessments. If Landlord approves Tenant’s protest or appeal of real estate taxes, fee in lieu of taxes, and assessments, then Tenant shall comply with the reasonable terms and conditions imposed by Landlord with respect to such protest or appeal, including (without limitation): (i) that Tenant complies with the terms and conditions of Section 2.6 regarding permitted contests, (ii) that no protest or appeal of taxes, fee in lieu of taxes, or assessments shall be permitted if it would be prohibited under, or would terminate, reduce or jeopardize, any governmental incentives applicable to the Premises (including, without limitation, any tax period occurring increment financing applicable to the Premises), and (iii) if Tenant fails to commence such contest or, having commenced to contest the same, and having deposited such security reasonably required by Landlord for its full amount, shall thereafter fail to prosecute such contest in whole good faith or with due diligence, or, upon adverse conclusion of any such contest, shall fail to pay such tax, fee in part during lieu of tax, assessment or charge, Landlord may, at its election (but shall not be required to), pay and discharge any such tax, fee in lieu of tax, assessment or charge, and any interest or penalty thereon, and Tenant shall reimburse Landlord, within five (5) business days after written demand, for any amounts so expended by Landlord (which amounts shall be deemed Rent for all purposes under this Lease). Landlord and Tenant agree to reasonably cooperate with each other in connection with any protest of the Term hereofreal estate taxes and assessments applicable to the Premises. Any refunds of real property taxes or fee in lieu of taxes received by Landlord or Tenant for the tax year in which the Additional Rent Commencement Date occurs shall be prorated. The amount of Real Estate Taxes and fees in lieu of taxes for a calendar year or partial calendar year shall be the amount assessed for such calendar year, even though the payment of such Real Estate Taxes and fees in lieu of taxes may occur in a different calendar year. (c) Landlord acknowledges that, in connection with Tenant’s operation of the Property, Tenant has obtained, and may from time to time in the future pursue, certain tax and other incentives from the State of South Carolina or any political subdivision thereof, including, without limitation, the incentives provided pursuant to any agreement entered into with a governmental authority providing for a fee-in-lieu-of-tax arrangement (collectively, the “Tenant Incentives”); provided, however, that all amounts referred to in this Section 5.02(a) for the fiscal such Tenant Incentives 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 pursuit of such year Tenant Incentives do not adversely impact any current or future tax incentives obtained by Landlord with respect to the Premises, including without limitation, the current fee-in-lieu-of-tax arrangement currently in place with respect to the Premises (collectively, the “Landlord Incentives”). Landlord hereby agrees to reasonably cooperate with Tenant, at Tenant’s sole cost and expense, to further Tenant’s pursuit and realization of the Tenant Incentives, and to execute, acknowledge (where necessary), and deliver such further documents, and perform such further acts, as are within may be reasonably necessary to obtain such Tenant Incentives; provided, however, that such Tenant Incentives or pursuit of such Tenant Incentives do not adversely impact any Landlord Incentives. Landlord shall take no action which, to the Term knowledge of Landlord, will result in any material delay or reduction in the Tenant Incentives available to Tenant. Tenant hereby demisedagrees to reasonably cooperate with Landlord, at Tenant’s sole cost and expense, to further Landlord’s pursuit and realization of any Landlord Incentives, and to execute, acknowledge (where necessary), and deliver such further documents, and perform such further acts, as may be reasonably necessary to obtain such Landlord Incentives. Tenant shall take no action which, to the knowledge of Tenant, will result in any material delay or reduction in the Landlord Incentives available with respect to the Premises. (bd) Except Tenant shall file or cause to be filed, on a timely basis, all property tax returns required in connection with the Property, including, but not limited to, Form SCDOR PT-300 or such comparable form as the South Carolina Department of Revenue may provide. Landlord hereby agrees to reasonably cooperate with Tenant with respect to environmentalany such filings, safety and health matters hereby agrees to execute, acknowledge (if necessary) and deliver such further documents or information, and to perform such further acts, as may be reasonably necessary for any such filings. Landlord shall take no action which are would unduly delay Tenant’s filing of any state or local property tax returns pursuant to this Section. (e) From and after the subject of Section 5.06 below)Commencement Date, Lessee Tenant shall comply with and cause the Premises to comply with with, and shall cause any subtenant and all Tenant Parties (as hereinafter defined) to comply with, and shall assume all obligations and liabilities with respect to to: (i) all statutes, codes, licenses, permits, rules, laws, ordinances and regulations regulations, and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited towithout limitation, maintaining an adequate number of vehicular parking spacesall Environmental Laws (defined hereinafter), the Americans with Disabilities Act and the regulations promulgated thereunder, and all health, building, fire, safety and other codes, ordinances and requirements, in each case as amended, and any judicial or administrative interpretations thereof, including any judicial order, consent, decree or judgment, and (ii) all contractsDeclarations in effect or hereinafter binding upon the Premises (subject to the consent rights granted to Tenant pursuant to Section 1.1(c) herein) and (iii) all contracts (including, but not limited to, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies)), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenantscollectively, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such “Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “"Legal Requirements”"), as applied applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all agreements, contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof thereof, including (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, limitation) all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which that require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s 's default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease5.07. (c) On If an Event of Default shall occur and be continuing, upon the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafterrequest of Lessor, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereofSubsection 1.04(a), each month pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” taxes and together with assessments described in Subsection 5.02(a) and the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) annual premiums for insurance required in Section 6.04 next becoming due and payable with respect to the Premises. , and Lessee shall also pay to Lessor within fifteen (15) days after on demand therefor the amount by which the actual Taxes taxes and assessments and insurance premiums exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject as otherwise provided in paragraph 17 of Section 5.06 below)this Lease, Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances statutes, codes, ordinances, regulations, judgments, decrees, injunctions, rules, permits, licenses, authorizations, directions and regulations requirements of, and agreements with, all governments, departments, commissions, boards, courts, authorities, agencies, officials and officers, foreseen or unforeseen, ordinary or extraordinary, general or special or arising from any restriction or agreements of record or otherwise (including, without limitation, any and all laws, statutes, codes, ordinances, regulations, judgments, decrees, injunctions, rules, permits, licenses, authorizations, directions and requirements in respect of environmental matters), which now or at any time hereafter may be applicable to the Lessee, the Premises or any part thereof, or any of the adjoining sidewalks, vaults and vault space, if any, streets or ways, or the occupancy or any use or condition of the Premises or any part thereof and any other governmental rules, orders and determinations presently in effect now or hereafter enacted, made or issued, and applicable to the Lessee, the Premises or the occupancy or use thereof, whether or not presently contemplated (collectively, “collectively referred to herein as the "Legal Requirements”"), as applied to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, ; and (ii) all contracts, contracts (including insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operationoccupancy or use thereof, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, including but not limited to, to all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of changes in the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this LeaseImprovements. (c) On Lessee will obtain and keep in full force and effect, or cause to be obtained and kept in full force and effect, all governmental or regulatory approvals, consents, authorizations and/or licenses, if any, with respect to the date hereof and promptly after ownership, occupation or use of the Premises, required of Lessee, Lessor or any future date on other party having any interest in the Premises or the occupancy or use thereof; provided that as to items notice of which the Taxes are increased by an applicable taxing authorityis sent to Lessor but not Lessee, Lessee shall pay have received reasonable notice from Lessor, provided that Lessee shall have taken all reasonable steps necessary to insure that Lessee shall receive all such notices from parties other than Lessor in a timely manner. Lessee will not do or permit to be done any act or thing which materially impairs the usefulness to Lessee or the value of the Premises, or which constitutes a public or private nuisance. (d) Without limiting the generality of clauses (a), (b) and (c) above, Lessee agrees that it will comply with all relevant federal, state and local laws, including, but not limited to, the Americans with Disabilities Act of 1990 (hereinafter the "ADA"), as such laws in any way relate to Lessee's use or occupancy of the Improvements. Lessee specifically agrees to assume sole responsibility for any and all obligations Lessee may incur as a "public accommodation," as that term is defined by Title III of the ADA (e.g., engaging in readily achievable barrier removal; the provision of auxiliary aids; modification of policy, practice or procedure). In the event that Lessee makes, or shall be permitted to make any alteration, modification, or improvement of, or engages in new construction relating in or to the Improvements during the term of this Lease, and such alteration, modification, improvement or new construction triggers an obligation for alteration of the exterior of the Improvements, Lessee assumes responsibility for compliance with any and all applicable state and federal law relating to all such alterations, modifications, improvements and new construction, including, but not limited to the Americans with Disabilities Act Architectural Guidelines. (e) Lessee represents, covenants and warrants to Lessor and Mortgagee and the Noteholders that: (i) at all times during the term of this Lease, the Premises shall comply in all respects with all applicable Environmental Laws (as hereinafter defined); Lessee has obtained or will obtain, as and when required, all permits, licenses, and any other authorization to conduct operations at the Premises that amount are required under all applicable Environmental Laws; Lessee is in compliance with all terms and conditions of all permits, licenses, and any other authorizations required under all applicable Environmental Laws; (ii) no notices, complaints or orders of violations or non- compliance of any nature whatsoever have been issued to Lessee or, to the best of its knowledge, to any person regarding the Premises, and no federal, state or local environmental investigation or legal action by a private party is pending or threatened, in each case with regard to the Premises or any use thereof or any alleged violation of, or strict 6 liability arising under, Environmental Laws with regard to the Premises; no liens have been placed upon the Premises in connection with any actual or alleged liability under any Environmental Laws; (iii) the Premises (a) has not been used by Lessee or by any other Person to generate, manufacture, refine, produce or process any Hazardous Substance (as hereinafter defined) or to store, handle, transfer or transport any Hazardous Substance other than normal and lawful uses of such Hazardous Substances, taking into account Lessee's use of the Premises, in lawful quantities and in compliance with Environmental Laws, and (b) will not be used by Lessee or any other Person at any time during the term of this Lease to generate, manufacture, refine, produce or process any Hazardous Substance or to store, handle, transfer or transport any Hazardous Substance, other than normal and lawful uses of such Hazardous Substance, taking into account Lessee's intended use of the Premises, in lawful quantities and in compliance with Environmental Laws where such uses will have no material adverse effect upon the Premises; (iv) no surface impoundments are constructed, operated or maintained in or on the Premises in violation of applicable Environmental Laws and no underground storage tanks are constructed, operated or maintained in or on the Premises; there is no asbestos nor asbestos-containing material located in, on, at or under the Premises nor is there any polychlorinated biphenyl-containing equipment, including transformers (except for transformers located on the Premises and owned by Nevada Power Company) located in, on, at or under the Premises; and (v) except as otherwise permitted in subparagraph (iii) above, the Premises is and at all times during the term of this Lease will be maintained (a) free of Hazardous Substances, to which Persons working on or visiting the Premises could be exposed, the removal, remediation of which is required or the maintenance or the removal of which is prohibited or penalized by any applicable Environmental Laws or which would have a material adverse effect upon the Premises and (b) free of asbestos and asbestos-containing material and free of polychlorinated biphenyl-containing equipment, including transformers (except for transformers located on the Premises and owned by Nevada Power Company). 7 Lessee shall (i) fully comply with all Environmental Laws with regard to the Premises, (ii) prohibit the use of the Premises for the generation, manufacturer, refinement, production or processing of any Hazardous Substance or for the storage, handling, transfer or transportation of any Hazardous Substances (other than normal and lawful uses of such products in lawful quantities in compliance with Environmental Laws where such uses will have no material adverse effect upon the Premises), (iii) not install or permit the installation on the Premises of any underground storage tanks or asbestos- containing materials or, except in accordance with applicable Environmental Laws, surface impoundments, (iv) cause any alterations of, or construction on, the Premises to be done in accordance with applicable Environmental Laws, and in connection with any such alterations or construction, shall remove and dispose of, in compliance with applicable Environmental Laws, or otherwise bring into compliance with applicable Environmental Laws, any Hazardous Substances present upon the Premises not in compliance with Environmental Laws and (v) as soon as reasonably practicable after the date hereof, install leak detection equipment or cause leak detection equipment to be installed, of a type and in a manner reasonably satisfactory to the Lessor, on the underground storage tank on the property adjacent to the Premises and referred to in Item 2 of that certain letter dated July 17, 1996 from RAL Consulting to the Lessor. Promptly upon obtaining knowledge thereof, Lessee shall give to Lessor notice of the occurrence of any of the following events: (i) the failure of the Premises or Lessee to comply with any Environmental Law in any manner whatsoever; (ii) the issuance to Lessee of any notice, complaint or order of violation or non-compliance of any nature whatsoever with regard to the Premises or the use thereof with respect to Environmental Laws; or (iii) any notice of a pending or threatened investigation to determine whether Lessee's operations on the Premises are in violation of any Environmental Law. At any time if Lessor receives notice that an adverse change in the environmental condition of the Premises has occurred or that an adverse environmental condition with respect to the Premises has been discovered, Lessor shall give notice thereof to Lessee, and if Lessee shall not (i) diligently commence to cure such condition, to the extent required hereunder and as necessary to ensure there meet legal requirements or comply fully with applicable Environmental Laws or to prevent a material diminution in the fair market value of the Premises, within 30 days after receipt of such notice (or such shorter period as may be required by law or in the event of an emergency) and (ii) thereafter diligently prosecute to completion such cure, then Lessor may cause to be performed an environmental audit or risk assessment of the 8 Premises and the then uses thereof, and may take such actions as it may deem necessary to cure such condition. Such environmental audit or assessment shall be performed by an environmental consultant satisfactory to Lessor and may, at Lessor's option, include a review of the uses of the Premises and compliance of the same with all Environmental Laws. Lessee grants to Lessor and its agents the right of access to the Premises for Lessor to take such actions. All costs and expenses incurred by Lessor in connection with such environmental audit or assessment and any remediations required shall be paid by Lessee upon demand. Lessee agrees to indemnify, defend and hold harmless each Indemnified Party (as defined in paragraph 8) from and against any and all losses, liabilities (including, without limitation, damages, judgments, penalties, claims, charges, costs and expenses (including, without limitation, fees and disbursements of counsel and consultants for such Indemnified Party)) which may be suffered or incurred by, or asserted against such Indemnified Party to the extent arising directly or indirectly out of, from, on, over, under or in the Premises, the presence, use, storage, transportation, disposal, release, threatened release, discharge, emission or generation of any Hazardous Substances at the Premises in violation of this paragraph 6, provided, that no Indemnified Party will be on deposit with Lessor an amount which when added indemnified by Lessee hereunder for environmental contamination solely to the Tax Escrow Payments will result in there being an amount on deposit sufficient extent caused by the willful misconduct or grossly negligent acts of such Indemnified Party, its employees, agents or assigns, other than at the direction of Lessee or resulting from Lessee's failure to comply with this paragraph 6. Lessee assumes liability for and agrees to pay each Indemnified Party, on demand, an additional amount equal to any tax liability incurred by such Indemnified Party solely on account of such losses, liabilities, damages, costs, expenses, causes of action, suits, claims, demands or judgments indemnified by Lessee pursuant to this paragraph 6. The warranties and obligations of Lessee, and the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, rights and remedies of each Indemnified Party under this paragraph 6 are in addition to and concurrently with not in limitation of any other warranties, obligations, rights and remedies provided in this Lease or otherwise at law or in equity. In the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth event of the amount (expiration or termination of this Lease as reasonably estimated by Lessor) herein provided or Lessee's abandonment of the annual Taxes (each such paymentPremises, a “Tax Escrow Payment,” the obligations and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable liabilities of Lessee with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the each Indemnified Party, actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Leaseor contingent, so long as Lessee shall have complied with its obligations under this Section 5.02(c)paragraph 6, Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become duesurvive such expiration, termination or abandonment. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.9

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. (b) Except with respect Subject to environmental, safety and health matters (which are the subject of Section 5.06 below)5.05, Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all Agreements, contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee)thereof, including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On Upon the date hereof occurrence and promptly after any future date on which the Taxes are increased by continuance of an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two Event of Default (2as defined herein) months prior to the due date thereof (“Initial Tax Escrow Payment”under Section 7.01(a)(i)(1). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 1.05(b) hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” taxes and together with assessments described in Section 5.02(a) hereof and the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) annual premiums for insurance required in Section 6.03 hereof next becoming due and payable with respect to the Premises. , and Lessee shall also pay to Lessor within fifteen (15) days after on demand therefor the amount by which the actual Taxes taxes and assessments and insurance premiums exceed the payment by Lessee required in this subsectionSection. Notwithstanding anything to Any remaining funds held by Lessor at the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application end of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Lease Term shall be refunded returned to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises to comply with and shall assume all obligations and liabilities with respect to (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied legal requirements applicable to the Premises or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, thereof and (ii) all contracts, contracts (including insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions agreements and restrictions now or hereafter applicable to the Premises or the ownership, operationoccupancy or use thereof, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, including but not limited to, to all such Legal Requirementslegal requirements, contracts, agreements, covenants, conditions agreements and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added changes to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to LesseeImprovements.

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. (b) Except with respect Subject to environmental, safety and health matters (which are the subject of Section 5.06 below)paragraph 16, Lessee shall shall, at its expense, comply with and cause the Leased Premises to comply with all governmental statutes, laws, rules, orders, regulations, and shall assume ordinances affecting the Leased Premises or any part thereof, or the use thereof. Lessee shall, at its expense, comply with the requirements of all obligations and liabilities policies of insurance which at any time may be in force with respect to (i) the Leased Premises, and with the provisions of all lawscontracts, ordinances agreements, and regulations and other governmental rules, orders and determinations presently in effect restrictions affecting the Leased Premises or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied to the Premises any part thereof or the ownership, operation, use or possession thereof, including, but not limited to, maintaining an adequate number of vehicular parking spaces, and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, but not limited to, all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent theretooccupancy, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Leaseuse thereof. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect Lessee, subject to environmentalits rights under Section 2.06 hereof, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with with, and cause the Premises to comply with with, and shall assume all obligations and liabilities with respect to to, (i) all laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied applicable to the Premises or the ownership, operation, use or possession thereofthereof (collectively, including, but not limited to, maintaining an adequate number of vehicular parking spaces, “Legal Requirements”) and (ii) all contracts, contracts (including insurance policies (includingwhich, after the Bond Date, shall include only insurance policies purchased by or on behalf of Lessee or its affiliates) including without limitation, to the extent necessary to prevent cancellation thereof and to insure ensure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises (but, after the Bond Date, shall exclude any Mortgage or contract entered into by Lessor on or after the date of this Lease and to which Lessee is not a party and has not otherwise consented) or the ownership, operation, use or possession thereof (other than covenantsthereof, conditions and restrictions imposed by Lessor subsequent to the date of this Lease without the consent of Lessee), including, including but not limited to, to all such Legal Requirements, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.

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. (b) Except with respect to environmental, safety and health matters (which are the subject of Section 5.06 below), Lessee shall comply with and cause the Premises Properties to comply with and shall assume all obligations and liabilities with respect to (i) all applicable federal state and local laws, ordinances and regulations and other governmental rules, orders and determinations presently in effect or hereafter enacted, made or issued, whether or not presently contemplated (collectively, “Legal Requirements”), as applied to the Premises Properties or the ownership, operation, use or possession thereof, including, including but not limited toto with respect to any certification or licensing requirements regarding the provision of health care services, maintaining an adequate number of vehicular parking spacesMedicare or Medicaid (collectively, “Applicable Laws”), and (ii) all contracts, insurance policies (including, without limitation, to the extent necessary to prevent cancellation thereof and to insure full payment of any claims made under such policies), agreements, covenants, conditions and restrictions now or hereafter applicable to the Premises Properties or the ownership, operation, use or possession thereof (other than covenants, conditions and restrictions imposed or created by Lessor subsequent to the date of this Lease Effective Date without the consent of Lessee), including, but not limited to, all such Legal RequirementsApplicable Laws, contracts, agreements, covenants, conditions and restrictions which require structural, unforeseen or extraordinary changes; provided, however, that, with respect to any of the obligations of Lessee in clause (ii) above which are not now in existence, Lessee shall not be required to so comply unless Lessee is either a party thereto or has given its written consent thereto, or unless the same is occasioned by Legal Requirements or Lessee’s default (including any failure or omission by Lessee) under this Lease. Nothing in clause (ii) of the immediately preceding sentence or the following sentence shall modify the obligations of Lessee under Section 5.04 of this Lease. (c) On the date hereof and promptly after any future date on which the Taxes are increased by an applicable taxing authority, Lessee shall pay to Lessor that amount necessary to ensure there will be on deposit with Lessor an amount which when added to the Tax Escrow Payments will result in there being an amount on deposit sufficient to pay the Taxes at least two (2) months prior to the due date thereof (“Initial Tax Escrow Payment”). Thereafter, Lessee shall, in addition to and concurrently with the payment of Basic Rent as required in Section 1.05 hereof, pay one-twelfth of the amount (as reasonably estimated by Lessor) of the annual Taxes (each such payment, a “Tax Escrow Payment,” and together with the Initial Tax Escrow Payment, hereinafter collectively referred to as the “Tax Escrow Payments”) next becoming due and payable with respect to the Premises. Lessee shall also pay to Lessor within fifteen (15) days after demand therefor the amount by which the actual Taxes exceed the payment by Lessee required in this subsection. Notwithstanding anything to the contrary contained in this Lease, so long as Lessee shall have complied with its obligations under this Section 5.02(c), Lessor shall be solely liable for the application of the Tax Escrow Payments to the actual payment of Taxes as and when the same become due. Any excess Tax Escrow Payments remaining at the expiration of the Term shall be refunded to Lessee.