Common use of Tenant’s Audit Clause in Contracts

Tenant’s Audit. Tenant shall have the right to have Landlord's books and records pertaining to Operating Expenses for each Operating Period reviewed, copied (provided Landlord is reimbursed for the cost of such copies) and audited (“Tenant's Audit”), provided that: (a) such right shall not be exercised more than once during any calendar year; (b) if Tenant elects to conduct Tenant's Audit, Tenant shall provide Landlord with written notice thereof (“Tenant's Audit Notice”) no later than thirty (30) days following Tenant's receipt of the Expense Statement for the year to which Tenant's Audit will apply; (c) Tenant shall have no right to conduct Tenant's Audit if an uncured Default by Tenant exists either at the time of Landlord's receipt of Tenant's Audit Notice or at any time during Tenant's Audit; (d) no subtenant shall have any right to conduct an audit and no assignee shall conduct an audit for any period during which such assignee was not in possession of the Premises; (e) conducting Tenant's Audit shall not relieve Tenant from the obligation to timely pay Base Rent or the Base Rent Adjustment, pending the outcome of such audit; (f) Tenant's right to conduct such audit for any calendar year shall expire thirty (30) days following Tenant's receipt of the Expense Statement for such year, and if Landlord has not received Tenant's Audit Notice within such thirty (30) day period, Tenant shall have waived its right to conduct Tenant's Audit for such calendar year; provided, however, that with respect to any audit of Operating Expenses for the Base Year, Tenant’s right to conduct an audit for such year shall expire the earlier of sixty (60) days following Tenant’s receipt of the Expense Statement for the Base Year or sixty (60) days following Tenant’s receipt of the first Expense Statement forwarded by Landlord to Tenant for any Operating Period during the Term; (g) Tenant's Audit shall be conducted by a Certified Public Accountant whose compensation is not contingent upon the results of Tenant's Audit or the amount of any refund received by Tenant, and who is not employed by or otherwise affiliated with Tenant, except to the extent that such accountant has been engaged by Tenant to conduct Tenant's Audit; (h) Tenant's Audit shall be conducted at Landlord's office where the records of the year in question are maintained by Landlord, during Landlord's normal business hours; (i) Tenant's Audit shall be completed within thirty (30) days after the date of Tenant's Audit Notice, and a complete copy of the results thereof shall be delivered to Landlord within sixty (60) days after the date of Tenant's Audit Notice; and (j) Tenant's Audit shall be conducted at Tenant's sole cost and expense. If Tenant's Audit is completed and submitted to Landlord in accordance with the requirements of this Section and such audit demonstrates to Landlord's reasonable satisfaction that Landlord has overstated the Operating Expenses for the year audited by more than five percent (5%), Landlord shall reimburse Tenant for any overpayment of Tenant's Pro-Rata Share of such increase in Operating Expenses, as well as Tenant's actual, reasonable cost incurred in conducting Tenant's Audit (not to exceed $2,500.00), within thirty (30) days after Landlord's receipt of documentation reasonably acceptable to Landlord reflecting the amount of such overpayment and the cost of Tenant's Audit.

Tenant’s Audit. Tenant shall have the right to have Landlord's ’s books and records pertaining to Operating Expenses and Taxes for each Operating Period reviewed, copied (provided Landlord is reimbursed for the cost of such copies) and audited (“Tenant's ’s Audit”), provided that: (a) such right shall not be exercised more than once during any calendar year; (b) if Tenant elects to conduct Tenant's ’s Audit, Tenant shall provide Landlord with written notice thereof (“Tenant's ’s Audit Notice”) no later than thirty (30) days following Tenant's ’s receipt of the Expense Statement for the year to which Tenant's ’s Audit will apply; (c) Tenant shall have no right to conduct Tenant's ’s Audit if an uncured Default by Tenant exists either at the time of Landlord's ’s receipt of Tenant's ’s Audit Notice or at any time during Tenant's ’s Audit; (d) no subtenant shall have any right to conduct an audit and no assignee shall conduct an audit for any period during which such assignee was not in possession of the Premises; (e) conducting Tenant's ’s Audit shall not relieve Tenant from the obligation to timely pay Base Rent or the Base Rent AdjustmentAdditional Rent, pending the outcome of such audit; (f) Tenant's ’s right to conduct such audit for any calendar year shall expire thirty (30) days following Tenant's ’s receipt of the Expense Statement for such year, and if Landlord has not received Tenant's ’s Audit Notice within such thirty (30) day period, Tenant shall have waived its right to conduct Tenant's ’s Audit for such calendar year; provided, however, that with respect to any audit of Operating Expenses for the Base Year, Tenant’s right to conduct an audit for such year shall expire the earlier of sixty (60) days following Tenant’s receipt of the Expense Statement for the Base Year or sixty (60) days following Tenant’s receipt of the first Expense Statement forwarded by Landlord to Tenant for any Operating Period during the Term; (g) Tenant's ’s Audit shall be conducted by a Certified Public Accountant whose compensation is not contingent upon the results of Tenant's ’s Audit or the amount of any refund received by Tenant, and who is not employed by or otherwise affiliated with Tenant, except to the extent that such accountant has been engaged by Tenant to conduct Tenant's Audit; (h) Tenant's ’s Audit shall be conducted at Landlord's ’s office where the records of the year in question are maintained by Landlord, during Landlord's ’s normal business hours; (i) Tenant's ’s Audit shall be completed within thirty sixty (3060) days after the date of Tenant's ’s Audit Notice, and a complete copy of the results thereof shall be delivered to Landlord within sixty ninety (6090) days after the date of Tenant's ’s Audit Notice; and (j) Tenant's ’s Audit shall be conducted at Tenant's ’s sole cost and expense. If Tenant's ’s Audit is completed and submitted to Landlord in accordance with the requirements of this Section and such audit demonstrates to Landlord's ’s reasonable satisfaction that Landlord has overstated the Operating Expenses or Taxes for the year audited audited, then Landlord shall reimburse Tenant for any overpayment, and if Tenant’s Additional Rent has been overstated by more than five percent (5%), then Landlord shall also reimburse Tenant for any overpayment of Tenant's Pro-Rata Share of such increase in Operating Expenses, as well as Tenant's ’s actual, reasonable cost incurred in conducting Tenant's ’s Audit (not to exceed $2,500.00), with such reimbursement(s) to be made within thirty (30) days after Landlord's ’s receipt of documentation reasonably acceptable to Landlord reflecting the amount of such overpayment and the cost of Tenant's ’s Audit. If Tenant’s Audit reveals that for such Operating Period that the Additional Rent paid by Tenant was less than the sum which Tenant should have paid, Tenant shall pay said difference to Landlord concurrently with the next due payment of Additional Rent, or, if this Lease has expired, Tenant shall pay Landlord the difference within thirty (30) days after said expiration.

Tenant’s Audit. Tenant shall have the right to have Landlord's ’s books and records pertaining to Operating Expenses and Taxes for each Operating Period reviewed, copied (provided Landlord is reimbursed for the cost of such copies) and audited (“Tenant's ’s Audit”), provided that: (a) such right shall not be exercised more than once during any calendar year; (b) if Tenant elects to conduct Tenant's ’s Audit, Tenant shall provide Landlord with written notice thereof (“Tenant's ’s Audit Notice”) no later than thirty one hundred twenty (30120) days following Tenant's ’s receipt of the Expense Statement or Final Expense Estimate for the year to which Tenant's ’s Audit will apply; (c) Tenant shall have no right to conduct Tenant's ’s Audit if an uncured Default by Tenant exists either at the time of Landlord's ’s receipt of Tenant's ’s Audit Notice or at any time during Tenant's ’s Audit; (d) no subtenant shall have any right to conduct an audit and no assignee shall conduct an audit for any period during which such assignee was not in possession of the Premises; (e) conducting Tenant's ’s Audit shall not relieve Tenant from the obligation to timely pay Base Rent or the Base Rent AdjustmentAdditional Rent, pending the outcome of such audit; (f) Tenant's ’s right to conduct such audit for any calendar year shall expire thirty one hundred twenty (30120) days following Tenant's ’s receipt of the Expense Statement or Final Expense Estimate for such year, and if Landlord has not received Tenant's ’s Audit Notice within such thirty one hundred twenty (30120) day period, Tenant shall have waived its right to conduct Tenant's ’s Audit for such calendar year; provided, however, that with respect to any audit of Operating Expenses and Taxes for the Base Year, Tenant’s right to conduct an audit for such year shall expire the earlier of sixty one hundred twenty (60) days following Tenant’s receipt of the Expense Statement for the Base Year or sixty (60120) days following Tenant’s receipt of the first Expense Statement forwarded by Landlord to Tenant for any Operating Period during after the TermBase Year; (g) Tenant's ’s Audit shall be conducted by a Certified Public Accountant whose compensation is not contingent upon the results of Tenant's ’s Audit or the amount of any refund received by Tenant, and who is not employed by or otherwise affiliated with Tenant, except to the extent that such accountant has been engaged by Tenant to conduct Tenant's Audit; (h) Tenant's ’s Audit shall be conducted at Landlord's ’s office in Phoenix, Arizona where the records of the year in question are maintained by Landlord, during Landlord's ’s normal business hours; (i) Tenant's ’s Audit shall be completed within thirty (30) days after the date of Tenant's ’s Audit Notice, and a complete copy of the results thereof shall be delivered to Landlord within sixty (60) days after the date of Tenant's ’s Audit Notice; and (j) Tenant's ’s Audit shall be conducted at Tenant's ’s sole cost and expense. If Tenant's ’s Audit is completed and submitted to Landlord in accordance with the requirements of this Section and such audit demonstrates to Landlord's ’s reasonable satisfaction that Landlord has overstated the Operating Expenses or Taxes for the year audited by more than five percent (5%)audited, then Landlord shall reimburse Tenant for any overpayment of overpayment, and if such Operating Expenses or Taxes have been overstated by more than four percent (4%), then Landlord shall also reimburse Tenant for Tenant's Pro-Rata Share of such increase in Operating Expenses, as well as Tenant's ’s actual, reasonable cost incurred in conducting Tenant's ’s Audit (not to exceed $2,500.00), with such reimbursement(s) to be made within thirty (30) days after Landlord's ’s receipt of documentation reasonably acceptable to Landlord reflecting the amount of such overpayment and the cost of Tenant's ’s Audit.

Tenant’s Audit. Tenant shall have the right to have Landlord's ’s books and records pertaining to Operating Expenses and Taxes for each Operating Period reviewed, copied (provided Landlord is reimbursed for the cost of such copies) and audited (“Tenant's ’s Audit”), provided that: (a) such right shall not be exercised more than once during any calendar year; (b) if Tenant elects to conduct Tenant's ’s Audit, Tenant shall provide Landlord with written notice thereof (“Tenant's ’s Audit Notice”) no later than thirty sixty (3060) days following Tenant's ’s receipt of the Expense Statement for the year to which Tenant's ’s Audit will apply; (c) Tenant shall have no right to conduct Tenant's ’s Audit if an uncured Default by Tenant exists either at the time of Landlord's ’s receipt of Tenant's ’s Audit Notice or at any time during Tenant's ’s Audit; (d) no subtenant shall have any right to conduct an audit and no assignee shall conduct an audit for any period during which such assignee was not in possession of the Premises; (e) conducting Tenant's ’s Audit shall not relieve Tenant from the obligation to timely pay Base Rent or the Base Rent AdjustmentAdditional Rent, pending the outcome of such audit; (f) Tenant's ’s right to conduct such audit for any calendar year shall expire thirty sixty (3060) days following Tenant's ’s receipt of the Expense Statement for such year, and if Landlord has not received Tenant's ’s Audit Notice within such thirty sixty (3060) day period, Tenant shall have waived its right to conduct Tenant's ’s Audit for such calendar year; provided, however, that with respect to any audit of Operating Expenses and Taxes for the Base Year, Tenant’s right to conduct an audit for such year shall expire the earlier of sixty (60) days following Tenant’s receipt of the Expense Statement for the Base Year or sixty (60) days following Tenant’s receipt of the first Expense Statement forwarded by Landlord to Tenant for any Operating Period during the Term; (g) Tenant's ’s Audit shall be conducted by a Certified Public Accountant firm of Tenant’s designation whose compensation is not contingent upon the results of Tenant's ’s Audit or the amount of any refund received by Tenant, and who is not employed by or otherwise affiliated with Tenant, except to the extent that such accountant has been engaged by Tenant to conduct Tenant's Audit; (h) Tenant's ’s Audit shall be conducted at Landlord's ’s office where the records of the year in question are maintained by Landlord, during Landlord's ’s normal business hours; (i) Tenant's ’s Audit shall be completed within thirty sixty (3060) days after the date of Tenant's ’s Audit Notice, and a complete copy of the results thereof shall be delivered to Landlord within sixty (60) days after the date of Tenant's ’s Audit Notice; and (j) Tenant's ’s Audit shall be conducted at Tenant's ’s sole cost and expense. If Tenant's ’s Audit is completed and submitted to Landlord in accordance with the requirements of this Section and such audit demonstrates to Landlord's ’s reasonable satisfaction that Landlord has overstated the Operating Expenses or Taxes for the year audited audited, then Landlord shall reimburse Tenant for any overpayment, and if such Operating Expenses or Taxes have been overstated by more than five percent (5%), then Landlord shall also reimburse Tenant for any overpayment of Tenant's Pro-Rata Share of such increase in Operating Expenses, as well as Tenant's ’s actual, reasonable cost incurred in conducting Tenant's ’s Audit (not to exceed $2,500.005,000.00), with such reimbursement(s) to be made within thirty (30) days after Landlord's ’s receipt of documentation reasonably acceptable to Landlord reflecting the amount of such overpayment and the cost of Tenant's ’s Audit.

Tenant’s Audit. Tenant shall have the right to have Landlord's Xxxxxxxx’s books and records pertaining to Operating Expenses and Taxes for each Operating Period reviewed, copied (provided Landlord is reimbursed for the cost of such copies) and audited (“Tenant's ’s Audit”), provided that: (a) such right shall not be exercised more than once during any calendar year; (b) if Tenant elects to conduct Tenant's ’s Audit, Tenant shall provide Landlord with written notice thereof (“Tenant's ’s Audit Notice”) no later than thirty (30) days following Tenant's Xxxxxx’s receipt of the Expense Statement for the year to which Tenant's ’s Audit will apply; (c) Tenant shall have no right to conduct Tenant's Xxxxxx’s Audit if an uncured Default by Tenant exists either at the time of Landlord's ’s receipt of Tenant's ’s Audit Notice or at any time during Tenant's ’s Audit; (d) no subtenant shall have any right to conduct an audit and no assignee shall conduct an audit for any period during which such assignee was not in possession of the Premises; (e) conducting Tenant's ’s Audit shall not relieve Tenant from the obligation to timely pay Base Rent or the Base Rent AdjustmentAdditional Rent, pending the outcome of such audit; (f) Tenant's ’s right to conduct such audit for any calendar year shall expire thirty (30) days following Tenant's Xxxxxx’s receipt of the Expense Statement for such year, and if Landlord has not received Tenant's ’s Audit Notice within such thirty (30) day period, Tenant shall have waived its right to conduct Tenant's ’s Audit for such calendar year; provided, however, that with respect to any audit of Operating Expenses and Taxes for the Base Year, TenantXxxxxx’s right to conduct an audit for such year shall expire the earlier of sixty (60) days following TenantXxxxxx’s receipt of the Expense Statement for the Base Year or sixty (60) days following TenantXxxxxx’s receipt of the first Expense Statement forwarded by Landlord to Tenant for any Operating Period during the Term; (g) Tenant's ’s Audit shall be conducted by a Certified Public Accountant whose compensation is not contingent upon the results of Tenant's ’s Audit or the amount of any refund received by TenantXxxxxx, and who is not employed by or otherwise affiliated with Tenant, except to the extent that such accountant has been engaged by Tenant to conduct Tenant's Audit; (h) Tenant's ’s Audit shall be conducted at Landlord's ’s office where the records of the year in question are maintained by Landlord, during Landlord's ’s normal business hours; (i) Tenant's ’s Audit shall be completed within thirty (30) days after the date of Tenant's ’s Audit Notice, and a complete copy of the results thereof shall be delivered to Landlord within sixty (60) days after the date of Tenant's ’s Audit Notice; and (j) Tenant's ’s Audit shall be conducted at Tenant's ’s sole cost and expense. If Tenant's ’s Audit is completed and submitted to Landlord in accordance with the requirements of this Section and such audit demonstrates to Landlord's ’s reasonable satisfaction that Landlord Xxxxxxxx has overstated the Operating Expenses or Taxes for the year audited by more than five percent (5%)audited, then Landlord shall reimburse Tenant for any overpayment of Tenant's Pro-Rata Share of such increase in Operating Expenses, as well as Tenant's actual, reasonable cost incurred in conducting Tenant's Audit (not to exceed $2,500.00), within thirty (30) days after Landlord's receipt of documentation reasonably acceptable to Landlord reflecting the amount of such overpayment and the cost of Tenant's Auditoverpayment.

Tenant’s Audit. Tenant shall have the right to have Landlord's ’s books and records pertaining to Operating Expenses for each Operating Period reviewed, copied (provided Landlord is reimbursed for the actual cost of such copies) and audited (“Tenant's ’s Audit”), provided that: (a) such right shall not be exercised more than once during any calendar year; (b) if Tenant elects to conduct Tenant's ’s Audit, Tenant shall provide Landlord with written notice thereof (“Tenant's ’s Audit Notice”) no later than thirty one hundred twenty (30120) days following Tenant's ’s receipt of the Expense Statement for the year to which Tenant's ’s Audit will apply; : (c) Tenant shall have no right to conduct Tenant's ’s Audit if an uncured Default by Tenant exists either at the time of Landlord's ’s receipt of Tenant's ’s Audit Notice or at any time during Tenant's ’s Audit; (d) no subtenant shall have any right to conduct an audit and no assignee shall conduct an audit for any period during which such assignee was not in possession of the Premises; : (e) conducting Tenant's ’s Audit shall not relieve Tenant from the obligation to timely pay Base Rent or the Base Rent Adjustment, pending the outcome of such audit; (f) Tenant's ’s right to conduct such audit for any calendar year shall expire thirty one hundred twenty (30120) days following Tenant's ’s receipt of the Expense Statement for such year, and if Landlord has not received Tenant's ’s Audit Notice within such thirty one hundred twenty (30120) day period, . Tenant shall have waived its right to conduct Tenant's ’s Audit for such calendar year; provided, however, that with respect to any audit of Operating Expenses for the Base Year, Tenant’s right to conduct an audit for such year shall expire the earlier of sixty one hundred twenty (60120) days following Tenant’s receipt of the Expense Statement for the Base Year or sixty one hundred twenty (60120) days following Tenant’s receipt of the first Expense Statement forwarded by Landlord to Tenant for any Operating Period during the Term; (g) Tenant's ’s Audit shall be conducted by a Certified Public Accountant whose compensation is not contingent upon the results of Tenant's ’s Audit or the amount of any refund received by Tenant, and who is not employed by or otherwise affiliated with Tenant, except to the extent that such accountant has been engaged by Tenant to conduct Tenant's ’s Audit; (h) Tenant's ’s Audit shall be conducted at Landlord's ’s office where the records of the year in question are maintained by Landlord, during Landlord's ’s normal business hours; (i) Tenant's ’s Audit shall be completed within thirty (30sixty(60) days after the date of Tenant's ’s Audit Notice, and a complete copy of the results thereof shall be delivered to Landlord within sixty ninety (6090) days after the date of Tenant's ’s Audit Notice; and (j) Tenant's ’s Audit shall be conducted at Tenant's ’s sole cost and expense. If Tenant's ’s Audit is completed and submitted to Landlord in accordance with the requirements of this Section and such audit demonstrates to Landlord's ’s reasonable satisfaction that Landlord has overstated the Operating Expenses for the year audited then (i) Landlord shall reimburse Tenant for such overpayment of Tenant’s Pro-Rata Share of the Operating Expenses and (ii) if the Operating Expenses were overstated by more than five percent (5%), Landlord shall reimburse Tenant for any overpayment of Tenant's Pro-Rata Share of such increase in Operating Expenses, as well as Tenant's ’s actual, reasonable cost incurred in conducting Tenant's ’s Audit (not to exceed $2,500.00), in each instance within thirty (30) days after Landlord's ’s receipt of documentation reasonably acceptable to Landlord reflecting the amount of such overpayment and and, if applicable, the cost of Tenant's ’s Audit.

Tenant’s Audit. Tenant shall have the 1he right to have Landlord's books and records pertaining to Operating Expenses and Taxes for each Operating Period reviewed, copied (provided Landlord is reimbursed for the cost of such copies) and audited l�uc (“TenantVb) 0"11'11 4 ("Tc1111nt's Audit”"), provided that: (an) such right shall not slmll 1101 be exercised more than once during any calendar year; : (b) if Tenant elects to ifTcn:1111 clccls lo conduct Tenant's Audit, t\udil,Tenant shall provide Landlord with written wrillcn notice thereof (“"Tenant's Audit Notice”Nolic:c") no later Inter than thirty (30) days following TenantfollowingTenant's receipt of the Expense Statement Stalcme11I for the year to which Tenant's lo whichTenant' Audit will apply; (c) Tenant shall have no right to 10 conduct Tenant's Audit if an :in uncured Default by Tenant byTenant exists either at the time of Landlord's receipt of TenantofTenant's Audit Notice or at 111 any time during Tenant's Audit; (d) no subtenant shall have any right hnve nny ri it to conduct an audit and no assignee shall conduct an 1111 audit for any period during which such assignee was not in possession of the Premises; (e) conducting Tenant's Audit shall not relieve Tenant shnll nol relieveTennnl from the obligation to lo timely pay Base Rent or the Base Rent AdjustmentAdditional Rent, pending the outcome of such audit; (f) Tenantf)Tenant's right to lo conduct such audit for any calendar year shall expire thirty (30) days following followin,Tenant's receipt of the Expense Statement for such year, and if Landlord Lm1dlord has not received TenantreceivedTenant's Audit Notice within such thirty (30JO) day da period, Tenant shall have waived its right to conduct TenantconductTl•tiant's Audit for such calendar year; provided, . however, that with respect to any audit of Operating Expenses andTaxes for the Base .Base Year, ,Tenant’s 's right to conduct an audit for such year shall expire the earlier of sixty (60) days following Tenant’s 's receipt of the Expense Statement for the Base Year Yenr or sixty (60) days following Tenant’s 's receipt of the first Expense Statement forwarded by Landlord to Tenant 10Tenant for any Operating Period during the TermtheTerm; (g) Tenantg)Tenant's Audit shall be conducted by a Certified Public Accountant whose compensation is not contingent upon the results of TenantofTenant's Audit or the amount of any refund received by TenantbyTenant, and who is not employed by or otherwise affiliated with Tenant, except to the extent that such accountant has been engaged by Tenant to conduct Tenant's Audit; (h) Tenant's Audit shall be conducted at Landlord's office where the records of the year in question are maintained by Landlord, during Landlord's normal business hours; (i) Tenanti)Tenant's Audit shall be completed within thirty (30) days after the date of TenantofTenant's Audit Notice, and a n complete copy of the results thereof shall be delivered to Landlord within sixty (60) days after the date xxxx of Tenant's Audit Notice; and (j) Tenant's Audit shall be conducted at Tenant's sole cost and expense. If Tenant's Audit is completed and submitted to lo Landlord in accordance with the requirements of this Section and such audit demonstrates to Landlord's reasonable satisfaction that Landlord has overstated the Operating Expenses or Truces for the year audited by more than five percent (5%)audited, then Landlord shall reimburse Tenant for any overpayment of Tenantoverpayment, and if such Operating Expenses orTaxes have been overstated by more than live percent (5 ), then Landlord shall also reimburseTenant forTenant's Pro-Rata Share of such increase in Operating Expenses, as well as Tenant's actualaclual, reasonable cost incurred in conducting Tenant's Audit (not to exceed $2,500.00), with such reimbursement(s) to be made within thirty (30) days after Landlord's receipt of documentation reasonably acceptable to lo Landlord reflecting the amount of such overpayment and the cost of TenantofTenant's Audit.

Tenant’s Audit. Tenant shall have the right to have Landlord's ’s books and records pertaining to Operating Expenses and Taxes for each Operating Period reviewed, copied (provided Landlord is reimbursed for the cost of such copies) and audited (“Tenant's ’s Audit”), provided that: (a) such right shall not be exercised more than once during any calendar year; (b) if Tenant elects to conduct conduct. Tenant's ’s Audit, Tenant shall provide Landlord with written notice thereof (“Tenant's ’s Audit Notice”) no later than thirty (30) days following Tenant's ’s receipt of the Expense Statement for the year to which Tenant's ’s Audit will apply; (c) Tenant shall have no right to conduct Tenant's ’s Audit if an uncured Default by Tenant exists either at the time of Landlord's ’s receipt of Tenant's ’s Audit Notice or at any time during Tenant's ’s Audit; (d) no subtenant shall have any right to conduct an audit and no assignee shall conduct an audit for any period during which such assignee was not in possession of the Premises; (e) conducting Tenant's ’s Audit shall not relieve Tenant from the obligation to timely pay Base Rent or the Base Rent AdjustmentAdditional Rent, pending the outcome of such audit; (f) Tenant's ’s right to conduct such audit for any calendar year shall expire thirty (30) days following Tenant's ’s receipt of the Expense Statement for such year, and if Landlord has not received Tenant's ’s Audit Notice within such thirty (30) day period, Tenant shall have waived its right to conduct Tenant's ’s Audit for such calendar year; provided, however, that with respect to any audit of Operating Expenses and Taxes for the Base Year, Tenant’s right to conduct an audit for such year shall expire the earlier of sixty (60) days following Tenant’s receipt of the Expense Statement for the Base Year or sixty (60) days following Tenant’s receipt of the first Expense Statement forwarded by Landlord to Tenant for any Operating Period during the Term; (g) Tenant's ’s Audit shall be conducted by a Certified Public Accountant whose compensation is not contingent upon the results of Tenant's ’s Audit or the amount of any refund received by Tenant, and who is not employed by or otherwise affiliated with Tenant, except to the extent that such accountant has been engaged by Tenant to conduct Tenant's Audit; (h) Tenant's ’s Audit shall be conducted at Landlord's ’s office where the records of the year in question are maintained by Landlord, during Landlord's ’s normal business hours; (i) Tenant's ’s Audit shall be completed within thirty (30) days after the date of Tenant's ’s Audit Notice, and a complete copy of the results thereof shall be delivered to Landlord within sixty thirty (6030) days after the date of Tenant's Audit NoticeTenant receives the results of the Audit; and (j) Tenant's ’s Audit shall be conducted at Tenant's ’s sole cost and expense. If Tenant's ’s Audit is completed and submitted to Landlord in accordance with the requirements of this Section and such audit demonstrates to Landlord's reasonable satisfaction that Landlord has overstated the Operating Expenses or Taxes for the year audited audited, then Landlord shall reimburse Tenant for any overpayment, and if such Operating Expenses or Taxes have been overstated by more than five percent (5%), then Landlord shall also reimburse Tenant for any overpayment of Tenant's Pro-Rata Share of such increase in Operating Expenses, as well as Tenant's ’s actual, reasonable cost incurred in conducting Tenant's ’s Audit (not to exceed $2,500.00), with such reimbursement(s) to be made within thirty (30) days after Landlord's ’s receipt of documentation reasonably acceptable to Landlord reflecting the amount of such overpayment and the cost of Tenant's ’s Audit.

Tenant’s Audit. Tenant shall have the right to have Landlord's ’s books and records pertaining to Operating Expenses for each Operating Period reviewed, copied (provided Landlord is reimbursed for the cost of such copies) and audited (“Tenant's ’s Audit”), provided that: (a) such right shall not be exercised more than once during any calendar year; (b) if Tenant elects to conduct Tenant's ’s Audit, Tenant shall provide Landlord with written notice thereof (“Tenant's ’s Audit Notice”) no later than thirty (30) days following Tenant's ’s receipt of the Expense Statement for the year to which Tenant's ’s Audit will apply; (c) Tenant shall have no right to conduct Tenant's ’s Audit if an uncured Default by Tenant exists either at the time of Landlord's ’s receipt of Tenant's ’s Audit Notice or at any time during Tenant's ’s Audit; (d) no subtenant shall have any right to conduct an audit and no assignee shall conduct an audit for any period during which such assignee was not in possession of the Premises; (e) conducting Tenant's ’s Audit shall not relieve Tenant from the obligation to timely pay Base Rent or the Base Rent Adjustment, pending the outcome of such audit; (f) Tenant's ’s right to conduct such audit for any calendar year shall expire thirty (30) days following Tenant's ’s receipt of the Expense Statement for such year, and if Landlord has not received Tenant's ’s Audit Notice within such thirty (30) day period, Tenant shall have waived its right to conduct Tenant's ’s Audit for such calendar year; provided, however, that with respect to any audit of Operating Expenses for the Base Year, Tenant’s right to conduct an audit for such year shall expire the earlier of sixty (60) days following Tenant’s receipt of the Expense Statement for the Base Year or sixty (60) days following Tenant’s receipt of the first Expense Statement forwarded by Landlord to Tenant for any Operating Period during the Term; (g) Tenant's ’s Audit shall be conducted by a Certified Public Accountant whose compensation is not contingent upon the results of Tenant's ’s Audit or the amount of any refund received by Tenant, and who is not employed by or otherwise affiliated with Tenant, except to the extent that such accountant has been engaged by Tenant to conduct Tenant's ’s Audit; (h) Tenant's ’s Audit shall be conducted at Landlord's ’s office where the records of the year in question are maintained by Landlord, during Landlord's ’s normal business hours; (i) Tenant's ’s Audit shall be completed within thirty (30) days after the date of Tenant's ’s Audit Notice, and a complete copy of the results thereof shall be delivered to Landlord within sixty (60) days after the date of Tenant's ’s Audit Notice; and (j) Tenant's ’s Audit shall be conducted at Tenant's ’s sole cost and expense. If Tenant's ’s Audit is completed and submitted to Landlord in accordance with the requirements of this Section and such audit incontrovertibly demonstrates to Landlord's reasonable satisfaction that Landlord has overstated the Operating Expenses for the year audited by more than five percent (5%), Landlord shall reimburse Tenant for any overpayment of Tenant's Pro-Rata ’s Proportionate Share of such increase increases in Operating Expenses, as well as Tenant's ’s actual, reasonable cost incurred in conducting Tenant's ’s Audit (not to exceed $2,500.00), within thirty (30) days after Landlord's ’s receipt of documentation reasonably acceptable to Landlord reflecting the amount of such overpayment and the cost of Tenant's ’s Audit.

Tenant’s Audit. Provided Tenant has timely paid the amount set forth in Landlord’s Statement, then for a period of twelve (12) months after Xxxxxx’s receipt of such statement, Tenant shall have the right right, at Tenant’s cost, during regular business hours and after giving Landlord at least ten (10) days’ advance written notice, to have complete an inspection or audit, or cause an independent certified public accountant who meets the criteria set forth below to complete an inspection or audit, of Landlord's ’s books and records pertaining relating to Operating Expenses for each Operating Period reviewed, copied (provided Landlord is reimbursed or Property Taxes for the cost of such copies) and audited immediately preceding calendar year. Such inspection or audit (hereinafter referred to a “Tenant's ’s Audit”)) shall take place at a mutually convenient date and time at Landlord’s office. The person performing Tenant’s Audit shall be an independent certified public accountant, provided that: (a) such right shall not be exercised more than once during any calendar year; (b) if Tenant elects to conduct Tenant's Audit, and Tenant shall provide Landlord with written notice thereof (“Tenant's Audit Notice”) no later than thirty (30) days following Tenant's receipt of the Expense Statement for the year to which Tenant's Audit will apply; (c) Tenant shall have no right to conduct Tenant's Audit if an uncured Default by Tenant exists either at the time of Landlord's receipt furnish proof in advance of Tenant's ’s Audit Notice or at any time during Tenant's Audit; (d) no subtenant shall have any right to conduct an audit and no assignee shall conduct an audit for any period during which such assignee was not in possession of that the Premises; (e) person conducting Tenant's Audit shall not relieve Tenant from same satisfies the obligation to timely pay Base Rent or the Base Rent Adjustment, pending the outcome of such audit; (f) Tenant's right to conduct such audit for any calendar year shall expire thirty (30) days following Tenant's receipt of the Expense Statement for such year, and if Landlord has not received Tenant's Audit Notice within such thirty (30) day period, Tenant shall have waived its right to conduct Tenant's Audit for such calendar year; provided, however, that with respect to any audit of Operating Expenses for the Base Yearforegoing criteria. Notwithstanding anything contained herein, Tenant’s right to conduct an audit for such year shall expire Audit may not commence until Tenant and the earlier of sixty (60) days following person conducting Tenant’s receipt Audit execute a confidentiality agreement, which shall be prepared by Landlord and be reasonably acceptable to the parties thereto, which shall provide any information obtained by Tenant and such person as a result of the Expense Statement for the Base Year or sixty (60) days following Tenant’s receipt of the first Expense Statement forwarded by Landlord to Tenant for any Operating Period during the Term; (g) Tenant's Audit shall be conducted by treated as confidential, except in any litigation or proceeding between the parties, and except further that Tenant or such person may disclose such information to any governmental agency pursuant to any subpoena or judicial process. Tenant shall furnish to Landlord a Certified Public Accountant whose compensation is not contingent upon reasonably detailed report of the results of Tenant's Xxxxxx’s Audit or the amount of any refund received by Tenant, and who is not employed by or otherwise affiliated with Tenant, except to the extent that such accountant has been engaged by Tenant to conduct Tenant's Audit; (h) Tenant's Audit shall be conducted at Landlord's office where the records of the year in question are maintained by Landlord, during Landlord's normal business hours; (i) Tenant's Audit shall be completed within thirty (30) days after such audit is completed. If Landlord disagrees with the date results of Xxxxxx’s Audit then, at Landlord’s option, such disagreement shall be resolved by an independent, third-party certified public account jointly selected by Xxxxxxxx and Xxxxxx (whose fees shall be shared equally by Landlord and Tenant) who shall conduct an audit of such books and records and whose determination of Operating Expenses and Property Taxes shall be final and conclusive (the “Final Audit”). If the amounts paid by Tenant to Landlord on account of Operating Expenses and Property Taxes exceed the amounts to which Landlord is entitled hereunder (the “Excess Amount”), Landlord shall, at Landlord’s option, either credit the Excess Amount toward Tenant’s next monthly payment(s) of Rent due hereunder, or promptly refund the Excess Amount to Tenant. If Tenant’s actual liability exceeds the amounts paid by Tenant to Landlord on account of Operating Expenses and Property Taxes, then Tenant shall pay the deficiency, as Additional Rent, together with the delivery to Landlord of the detailed report of Tenant's ’s Audit. If Tenant does not timely notify Landlord in writing of any objection to any Annual Operating Charges Statement or Annual Tax Statement and thereafter complete Tenant’s Audit Noticewithin one (1) year after receipt of Landlord’s Statement, then Tenant shall be deemed to have waived any and a complete copy all objections it may have with respect to Operating Expenses and Property Taxes for such calendar year or the Landlord’s Statement pertaining thereto. In the event that Xxxxxx’s Audit reveals that any Excess Amount applicable to Operating Expenses and Property Taxes is equal to, or greater than, five percent (5.00%) of the results thereof shall be delivered amount paid by Tenant to Landlord within sixty (60on account of Operating Expenses and Property Taxes, respectively, then Landlord shall, at Landlord’s option, either reimburse Tenant for Tenant’s reasonable cost of performing the Tenant’s Audit and the Final Audit or credit such reasonable costs against the next monthly payment(s) days after of Rent due under this Lease; otherwise Tenant shall perform the date of Tenant's ’s Audit Notice; and (j) Tenant's Audit shall be conducted at Tenant's its sole cost and expense. If Tenant's Audit is completed expense and submitted to Landlord and Tenant shall share equally in accordance with the requirements costs of this Section and such audit demonstrates to Landlord's reasonable satisfaction that Landlord has overstated performing the Operating Expenses for the year audited by more than five percent (5%), Landlord shall reimburse Tenant for any overpayment of Tenant's Pro-Rata Share of such increase in Operating Expenses, as well as Tenant's actual, reasonable cost incurred in conducting Tenant's Audit (not to exceed $2,500.00), within thirty (30) days after Landlord's receipt of documentation reasonably acceptable to Landlord reflecting the amount of such overpayment and the cost of Tenant's Final Audit.