Common use of Tenant’s Obligation to Reimburse Clause in Contracts

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rentadditional rent, commencing on the Rent Start Date and continuing throughout the remainder of the Lease Term, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Allocated Share of all Common Operating Expenses fairly allocable to the Building, Premises including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, Premises and (ii) a proportionate share (based on the Building Premises Gross Leasable Leaseable Area as a percentage of the Project Property Gross Leasable Leaseable Area) of all Common Operating Area Expenses which relate to the Project Property in general and are not fairly allocable to any one building on the Property. Landlord agrees that it shall not recover from all tenants of the Property more than one hundred percent (100%) of the actual Common Operating Expenses incurred by Landlord for the period in question. As provided in paragraph 3.3, Tenant's obligation to pay Tenant's Allocated Share of Common Operating Expenses fairly allocable to the Premises shall be prorated as of the Rent Start Date and at the expiration or earlier termination of the Lease Term, and if Tenant has paid any amount on account of Common Operating Expenses relating to a period that is part not within the Lease Term (e.g., prepayment of insurance premiums for one year), such amount shall be reimbursed to Tenant in connection with such proration. Payment shall be made by whichever of the Projectfollowing methods is from time to time designated by Landlord, and Landlord may change the method of payment at any time so long as (i) Landlord gives Tenant at least sixty (60) days prior written notice, and (ii) the method is not changed more than once in any calendar year. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 thirty (30) days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; , (ii) during such Landlord’s fiscal year calendar year, Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; , and (iii) within 90 ninety (90) days after the end of each Landlord’s fiscal calendar year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal ending calendar year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 thirty (30) days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share 's share of all Common Operating Expenses for such Landlord’s fiscal calendar year and no more. Tenant and its agents (including accountants) shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be made within 30 one hundred eighty (180) days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, Common Areas and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 30 days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (iI) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 150 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional a part of the Rent, on the twentieth (20th) day of each calendar month, Tenant shall pay Tenant’s Share (specified reimburse Operating Expenses by paying a Monthly Expense Payment as set forth in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Exhibit B. Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area Monthly Expense Payment as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the followingfollows: (ia) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in questionquestion (the “Estimate”) at least sixty (60) days prior to the commencement of each Lease Year following the first Lease Year; (iib) during such Landlord’s fiscal year Lease Year, Tenant shall pay such share of the estimated Common Operating Expenses Monthly Estimated Expense Payment as per the Estimate in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rentinstallments; and (iiic) within 90 days after the end of each Landlord’s fiscal yearLease Year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year preceding Lease Year (“Statement”) and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord Master Trustee by depositing such payment in the Gross Revenue Fund or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord Master Trustee shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year the annual operating expenses shown on the Statement and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of a reasonable time period after Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statementStatement. Tenant may not withhold payment of such xxxx pending completion of such inspection, and prior payment of the amount shown by the Statement is a pre-condition to inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section G of the Summary) -------------------------------- of all Common Direct Operating ExpensesExpenses (as hereinafter defined) as may be paid or incurred by Landlord during the term of this Lease; provided, however, that if the Project property contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Direct Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the BuildingBuilding as reasonably determined by Landlord, and (ii) a proportionate share (share, based on the Building Gross Leasable Area as a percentage of the Project Property Gross Leasable Area) , of all Common Direct Operating Expenses which relate to the Project Property in general and are not fairly allocable to any one building that is part of on the ProjectProperty. Tenant shall pay such share to Landlord on the first day of each calendar month during the period immediately following the Commencement Date until the first December 1 thereafter a fraction of the actual Common amount which Landlord estimates will be Tenant' s Share of all Direct Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 days after receipt for such period, the numerator of a written xxxx therefore from Landlordwhich is the number of calendar months during said period, and the denominator of which is twelve (12). Thereafter during the lease term, on such periodic basis as Landlord shall designatethe first day of each calendar month during each twelve (12) month period commencing January 1, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share to Landlord until the first December 1 thereafter an amount estimated by Landlord to be one-twelfth of Tenant's Share of the estimated Common Direct Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and for such twelve (iii12) within 90 month period. Within sixty (60) days after following the end of each Landlord’s fiscal calendar year, Landlord shall furnish to Tenant a statement covering the calendar year and the payments made by Tenant with respect to such period as set forth in reasonable detail this paragraph. If Tenant's payments for Tenant's Share of said Direct Operating Expenses did not equal Tenant's of the actual Common amount of said Direct Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there Expenses, Share Tenant shall be an adjustment between Landlord and Tenant, with payment pay to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, deficiency within 10 ten (10) days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. If said payments exceed the actual Direct Operating Expense, Landlord shall refund the amount of the overpayments to Tenant may not withhold payment in cash within ten (10) days after Landlord sends such statement. Direct Operating Expenses shall be prorated as of such xxxx pending completion the Commencement Date and the Expiration Date to reflect the portion of such inspectionthe calendar year occurring within the Lease term. Tenant's Share of Direct Operating Expenses are initially estimated to be five hundred and no/100's dollars ($500.00) per month.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Allocated Share (specified in Section G of the Summary) of all “Common Operating Expenses; provided” (as that term is defined, however, if the Project contains more than one building, then below). Tenant shall pay Tenantmake such payment in monthly installments due in advance with the installments of Base Monthly Rent on the first day of each calendar month of each calendar year, or part thereof, during the Lease Term (a “Lease Year”) in an amount equal, at Landlord’s Share of all Common Operating Expenses fairly allocable election, to the Building, including either (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share Tenant’s Allocated Share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 days after receipt of a written xxxx therefore from Tenant, as invoiced by Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share or (ii) one-twelfth (1/12) of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of Tenant’s Allocated Share of the Common Operating expenses it anticipates will be paid or incurred Expenses for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within current Lease Year. Within 90 days after the end of each Landlord’s fiscal yearLease Year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord in accordance with this article during the just ended Landlord’s fiscal year ending Lease Year, and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit repayment by Landlord against the next installment of Base Monthly RentLandlord, as the case may require, within 10 20 days after receipt of delivery by Landlord to Tenant of said statement, so to the end that Landlord shall receive the entire amount of Tenant’s Allocated Share of all Common Operating Expenses for such Landlord’s fiscal year Lease Year and no more. Tenant shall have the right at its expenseright, exercisable upon reasonable prior written notice to LandlordLandlord in writing, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate at Landlord’s office relating to Common Operating Expenses. Such inspection must be Expenses within 30 90 days of Tenant’s receipt of Landlord’s annual any statement for the same, and shall be limited to verification for the purpose of verifying the charges contained in such statementstatement (“Tenant’s Audit Right”). Tenant may not withhold payment of such xxxx pending completion of such inspection. If such inspection reveals overpayment in excess of five percent (5%), then Landlord is to reimburse Tenant for its costs of inspection in addition to a refund of the overpayment within twenty (20) days after Tenant’s written notice thereof.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common the amount (if any) by which Operating Expenses paid or incurred in any calendar year during the Lease Term exceeds the Operating Expense Base Amount identified in Section P of the Summary (which excess is referred to herein as the “Excess Expenses; provided”) for any annual period or portion hereof. The following provision shall apply to the foregoing obligation of Tenant: A. Payment shall be made by whichever of the following methods is from time to time designated by Landlord, howeverand Landlord reserves the right to change the method of payment at any time in its sole and absolute discretion. After each calendar year during the Lease Term, if the Project contains more than one building, then Landlord may invoice Tenant shall pay for Tenant’s Share of all Common Operating the Excess Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Buildingfor such calendar year, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant amounts so invoiced within 20 thirty (30) days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a monthnotice. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses Excess Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; (ii) during such Landlord’s fiscal year calendar year, Tenant shall pay such share Tenant’s Share of the estimated Common Operating Excess Expenses in advance in equal monthly installments as required by Landlord due with the installments each installment of Base Monthly Rent; and (iii) within 90 one hundred twenty (120) days after the end of each Landlord’s fiscal yearsuch calendar year (or as soon thereafter as is reasonably practical), Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Excess Expenses paid or incurred by Landlord in accordance with this paragraph during the just ended Landlordending calendar year. If Tenant’s fiscal year and thereupon there estimated payments are less than Tenant’s Share of actual Excess Expenses as shown by the applicable statement, Tenant shall be an adjustment between Landlord and Tenant, with payment pay the difference to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 fifteen (15) days after delivery by Landlord to of such statement. If Tenant shall have overpaid Tenant’s Share of said statementactual Excess Expenses, so that then Landlord shall receive the entire amount credit such overpayment toward Tenant’s next installment payment of Tenant’s Share of all Common Operating estimated Excess Expenses. When the final determination is made of Tenant’s Share of actual Excess Expenses for such Landlord’s fiscal the calendar year and no morein which this Lease expires or sooner terminates, Tenant shall, even though this Lease has terminated, pay the difference to Landlord within fifteen (15) days after delivery of the final statement. Conversely, any overpayment by Tenant shall have be rebated by Landlord to Tenant concurrently with the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 delivery of such final statement. B. Within sixty (60) days after the date of Tenant’s receipt of Landlord’s annual statement of actual Excess Expenses for any calendar year, Tenant may give Landlord written notice of its intent to review records, invoices and receipts relating to the sameactual Excess Expenses for such calendar year. Tenant shall provide Landlord with at least ten (10) days prior written notice of the date upon which it intends to review such records, invoices and receipts. The review shall be performed during normal business hours at Landlord’s principal place of business or such other location as may be designated by Landlord, and shall be limited to verification performed at Tenant’s sole cost and expense. Promptly following Tenant’s review of such records, invoices and receipts, Tenant shall provide Landlord with a copy of the charges contained in results of such statementreview and Tenant’s conclusions regarding any overstatement or understatement by Landlord of actual Excess Expenses for such calendar year. If Landlord disputes Tenant’s conclusions regarding any such overstatement or understatement, Landlord shall select a certified public accountant (which accountant may be Landlord’s accountant) (“Auditor”) to review the accuracy of Tenant’s determination. During such Auditor’s review, Tenant shall continue to pay, without abatement or offset, all Base Monthly Rent and Additional Rent (as calculated by Landlord) payable by Tenant under this Lease. Tenant may not withhold payment shall be responsible for the cost and expense of such xxxx pending completion audit unless the Auditor finds greater than an overall five percent (5%) discrepancy resulting in overpayment by Tenant. In the event that the Auditor finds greater than an overall five percent (5%) discrepancy resulting in overpayment by Tenant then Landlord shall reimburse Tenant for the reasonable, third party, out of pocket cost and expense of the Audit in an amount not to exceed One Thousand Five Hundred Dollars ($1,500.00), which reimbursement shall be made by Landlord to Tenant within thirty (30) days following Landlord’s receipt of Tenant’s written demand therefor, together with satisfactory evidence of the sums paid by Tenant for such inspectionAudit. The Auditor’s decision shall be final arid binding on the parties. In the event Tenant fails to object in writing to Landlord’s determination of actual Excess Expenses within sixty (60) days following delivery of Landlord’s statement, Landlord’s determination of actual Excess Expenses for the applicable calendar year shall be conclusive and binding on Tenant and any future claims to the contrary shall be barred.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay to Landlord Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Allocated Share of all Common Operating Expenses Real Property Taxes which become due after the Rent Start Date and during the Lease Term which are fairly allocable to the BuildingPremises, including which include (i) all Common Operating Expenses paid Real Property Taxes assessed with respect to the maintenancevalue, repair, replacement and use or occupancy of the BuildingPremises and the land beneath it, and (ii) a proportionate share (based on the Building Premises Gross Leasable Leaseable Area as a percentage of the Project Property Gross Leasable Leaseable Area) of all Common Operating Expenses which relate Real Property Taxes assessed with respect to the Project Common Area or with respect to the Property in general which are not fairly allocable to any one building that is part of on the ProjectProperty. Tenant shall pay such its share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant Real Property Taxes (i) within 20 thirty (30) days after being billed for the same by Landlord, or (ii) no later than ten (10) days before such Real Property Tax becomes delinquent, whichever last occurs. If requested by Tenant in writing within one year from receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay for Tenant’s 's Allocated Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s fiscal yearReal Property Taxes, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment such evidence as is reasonably available to Landlord or credit by Landlord against with respect to the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share any Real Property Tax which is part of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statementxxxx. Tenant may not withhold payment of such xxxx pending completion receipt and/or review of such inspectionevidence. Upon Landlord's election or if any Lender requires Landlord to impound Real Property Taxes on a periodic basis during the Lease Term, then Tenant, on notice from Landlord indicating this requirement, shall pay a sum of money toward its liability under this Article to Landlord on the same periodic basis in accordance with the Lender's requirements (if any). Landlord shall impound the Real Property Tax payments received from Tenant in accordance with the requirements of the Lender (if any). If any assessments are levied against the Property, Landlord may elect either to pay the amount in full or to allow the assessment to go to bond. If Landlord pays the assessment in full, Tenant shall pay to Landlord each time payment of Real Property Taxes is made a sum equal to that which would have been payable (as both principal and interest) had Landlord allowed the assessment to go to bond. Notwithstanding anything to the contrary contained in paragraphs 8.1 and 8.2, if there is an increase in Real Property Taxes resulting from a "change in ownership" (as that term is defined in California Revenue and Taxation Code Section 60 et seq.) which occurs prior to the fourth (4th) anniversary of the Commencement Date, then Tenant shall not be obligated to pay any such increase that results from such "change of ownership".

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall -------------------------------- pay Tenant’s Share (specified in Section G of to Landlord all Real Property Taxes which become due during the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the ProjectLease Term. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant Real Property Taxes (i) within 20 thirty (30) days after being billed for the same by Landlord, or (ii) no later than ten (10) days before such Real Property Tax becomes delinquent, whichever last occurs. If requested by Tenant in writing within thirty (30) days of receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s fiscal yearReal Property Taxes, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment such evidence as is reasonably available to Landlord or credit by Landlord against with respect to the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share any Real Property Tax which is part of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statementxxxx. Tenant may not withhold payment of such xxxx pending completion receipt and/or review of such inspectionevidence. As provided in paragraph 3.3, Tenant's obligation to pay Real Property Taxes pursuant to this paragraph shall be prorated at the commencement and expiration of the Lease Term. If any Lender requires Landlord to impound Real Property Taxes on a periodic basis during the Lease Term, then Tenant, on notice from Landlord indicating this requirement, shall pay a sum of money toward its liability under this Article to Landlord on the same periodic basis in accordance with the Lender's requirements. Landlord shall impound the Real Property Tax payments received from Tenant in accordance with the requirements of the Lender (if any). If any assessments are levied against the Property, Landlord may elect either to pay the assessment in full or to allow the assessment to go to bond. If Landlord pays the assessment in full, Tenant shall pay to Landlord each time payment of Real Property Taxes is made a sum equal to that which would have been payable (as both principal and interest) had Landlord allowed the assessment to go to bond.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; providedthe amount of Direct Expenses paid or incurred in any calendar year. The following provision shall apply to the foregoing obligation of Tenant: A. Payment shall be made by whichever of the following methods is from time to time designated by Landlord, howeverand Landlord reserves the right to change the method of payment at any time in its sole and absolute discretion. After each calendar year during the Lease Term, if the Project contains more than one building, then Landlord may invoice Tenant shall pay for Tenant’s Share of all Common Operating the Direct Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Buildingfor such calendar year, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant amounts so invoiced within 20 ten (10) business days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a monthnotice. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses Direct Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; (ii) during such Landlord’s fiscal year calendar year, Tenant shall pay such share Tenant’s Share of the estimated Common Operating Direct Expenses in advance in equal monthly installments as required by Landlord due with the installments each installment of Base Monthly Rent; and (iii) within 90 one hundred twenty (120) days after the end of each Landlord’s fiscal yearsuch calendar year (or as soon thereafter as is reasonably practical), Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Direct Expenses paid or incurred by Landlord during for the just ended Landlordending calendar year. If Tenant’s fiscal year and thereupon there estimated payments are less than Tenant’s Share of actual Direct Expenses as shown by the applicable statement, Tenant shall be an adjustment between Landlord and Tenant, with payment pay the difference to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 ten (10) business days after delivery by Landlord to of such statement. If Tenant shall have overpaid Tenant’s Share of said statementactual Direct Expenses, so that then Landlord shall receive the entire amount credit such overpayment toward Tenant’s next installment payment of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating estimated Direct Expenses. Such inspection must be within 30 days When the final determination is made of Tenant’s receipt Share of Landlord’s annual statement actual Direct Expenses for the samecalendar year in which this Lease expires or sooner terminates, and Tenant shall, even though this Lease has terminated, pay the difference to Landlord within ten (10) business days after delivery of the final statement. Conversely, any overpayment by Tenant shall be limited rebated by Landlord to verification of Tenant concurrently with the charges contained in such statement. Tenant may not withhold payment delivery of such xxxx pending completion of such inspectionfinal statement.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Allocated Share of all Common "Operating Expenses fairly allocable Expenses" (as defined below) or such other amount as Landlord determines in Landlord's sole but good faith discretion in order to equitably allocate such expenses among the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use tenants of the BuildingProperty. Payment shall be made by whichever of the following methods is from time to time designated by Landlord, and (ii) a proportionate share (based on Landlord may change the Building Gross Leasable Area as a percentage method of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to payment at any one building that is part of the Projecttime. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 ten (10) days after receipt of a written xxxx therefore bxxx therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a monthmonthly. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Alternatively Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; (ii) during such Landlord’s fiscal year . Tenant shall pay such share of the estimated Common Operating Expenses in advance in equal monthly installments as required by Landlord due with the installments installment of Base Monthly Rent; Rent and (iii) within 90 days as soon as reasonable practicable after the end of each Landlord’s fiscal such calendar year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord in accordance with this Article during the just ended Landlord’s fiscal year ending calendar year, and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or a rent credit by Landlord against the next installment of Base Monthly RentLandlord, as the case may require, within 10 ten (10) days after delivery by Landlord to Tenant of said statement, so to the end that Landlord shall receive the entire amount of Tenant’s Share 's share of all Common Operating Expenses for such Landlord’s fiscal year and no morecalendar year. Tenant shall have the right at its expenseright, exercisable upon reasonable prior written notice to LandlordLandlord in writing, to inspect at Landlord’s office during normal business hours Landlord’s 's books and records as they relate relating to Common Operating Expenses. Such inspection must be Expenses at Landlord's or Landlord's property manager's office within 30 thirty (30) days of Tenant’s receipt of Landlord’s any annual statement for the same, and shall be limited to verification for the purpose of verifying the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section SECTION G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 180 days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year (the "Annual Reconciliation Statement") and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. The failure of Landlord to delivery such annual reconciliation statement within said 180-day period under clause (iii) above shall not constitute a waiver or otherwise release a party from its obligation to make a payment or credit when such reconciliation is actually done; provided, however, notwithstanding anything to the contrary herein, Tenant shall have no obligation to pay for any Common Operating Expense incurred in a particular year and submitted to Tenant for payment more than twelve (12) months after the end of the year in which such expense was incurred by Landlord (other than for amortized costs as provided in Section 5.4 hereof). Notwithstanding anything to the contrary in this Lease, since the Project consists of multiple buildings, certain Common Operating Expenses may pertain to a particular building(s) and other Common Operating Expenses to the Project as a whole. Landlord reserves the right at in its expense, exercisable upon reasonable prior written notice sole discretion to Landlord, allocate any such costs applicable to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate any particular building within the Project to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and building in question whose tenants shall be limited responsible for payment of their respective proportionate shares in the pertinent building and other such costs applicable to verification of the charges contained Project to each building in the Project (including the Building) with the tenants in each such building being responsible for paying their respective proportionate shares in such statement. Tenant may not withhold payment building of such xxxx pending completion of costs to the extent required under the applicable leases. Landlord shall in good faith attempt to allocate such inspectioncosts to the buildings (including the Building) in a reasonable, non-discriminatory manner and such allocation shall be binding on Tenant.

Tenant’s Obligation to Reimburse. As Additional Rent, as of the Commencement Date for each Suite, Tenant shall pay Tenant’s 's Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Projectfor such Suite. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore bill therefor from Landlord, on such periodic basis as Landlord shall designateshalx xxsignate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in questionquestion (and Landlord shall have the right to deliver to Tenant supplemental estimates of Common Operating Expenses not more than twice in Landlord's fiscal year, whereupon Tenant shall be bound to pay Tenant's Share in accordance with the most recent estimate delivered by Landlord); (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 ninety (90) days after the end of each Landlord’s 's fiscal yearyear (or as soon thereafter as possible, but in no case greater than one hundred eighty (180) days), Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 180 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx bill pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; providedExpenses from and after the Commencement Date, howeverincluding, if without limitation, during the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement periods when there is free Base Monthly Rent and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Projectreduced Base Monthly Rent. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 120 days after the end of each Landlord’s fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year (the “Annual Reconciliation Statement”) and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 30 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. If this Lease has been terminated or the Term hereof has expired prior to the date of such statement, then any operating expense adjustment payable to Tenant shall be paid by the Landlord within 30 days after the date of delivery of the statement. The failure of Landlord to delivery such annual reconciliation statement within said 120-day period under clause (iii) above shall not constitute a waiver or otherwise release a party from its obligation to make a payment or credit when such reconciliation is actually done. If Tenant shall dispute the amount set forth in any Annual Reconciliation Statement, Tenant shall have the right right, not later than twenty (20) days following receipt of such statement and upon the condition that Tenant shall first deposit with Landlord the full amount in dispute, to inspect the books and records of Landlord pertaining to Common Operating Expenses for such fiscal year covered by such Annual Reconciliation Statement, once in any calendar year by any employee of Tenant. Such inspection shall be done at the offices of Landlord or its expenseproperty manager and shall be limited to the applicable books and records of Landlord pertaining solely to the Common Operating Expenses for the fiscal year covered in such Annual Reconciliation Statement. All expenses of the inspection shall be borne by Tenant and must be completed within thirty (30) days after commencement of the inspection. If Tenant’s inspection reveals a discrepancy in the Annual Reconciliation Statement, exercisable Tenant shall deliver a copy of the inspection report and supporting calculations to Landlord within thirty (30) days after completion of the inspection. If Tenant and Landlord are unable to resolve the discrepancy within thirty (30) days after Landlord’s receipt of the inspection report, either party may upon reasonable prior written notice to the other have the matter decided by an inspection by an independent certified public accountant approved by Tenant and Landlord (the “CPA”), which approval shall not be unreasonably withheld or delayed. The parties may not disapprove of a CPA on the basis that the CPA performs similar services for other parties on a contingency basis. However, in connection with the performance of services under this Section, the CPA shall be paid for its service on an hourly basis and not based on a percentage of any recovery or similar incentive method. The Annual Reconciliation Statement shall be appropriately adjusted on the basis of such inspection by the CPA. If such inspection by the CPA discloses a liability for a refund in excess of ten percent (10%) of Tenant’s Share of Common Operating Expenses previously reported, the cost of such inspection by the CPA shall be borne by Landlord; otherwise the cost of such audit shall be paid by Tenant. If Tenant shall not request an audit within twenty (20) days after receipt of any Annual Reconciliation Statement, such statement shall be final and binding for all purposes hereof. Tenant acknowledges and agrees that any information revealed in the above described audit may contain proprietary and sensitive information and that significant damage could result to inspect at Landlord if such information were disclosed to any party other than Tenant’s auditors. Tenant shall not in any manner disclose, provide or make available any information revealed by the audit to any person or entity without Landlord’s office during normal business hours prior written consent, which consent may be withheld by Landlord in its sole and absolute discretion. The information disclosed by the audit will be used by Tenant solely for the purpose of evaluating Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspectionconnection with this Section 8.1.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section SECTION G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 30 days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent or Additional Rent, as the case may require, within 10 30 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 90 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection. Any credit due to Tenant at the end of the Lease Term shall be paid with delivery of the final statement. If Tenant's audit discloses that Landlord overstated Tenant's share of Common Operating Expenses by more than 5%, Landlord shall pay the reasonable cost of Tenant's audit.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Allocated Share of all Common "Operating Expenses fairly allocable Expenses" (as defined below) or such other amount as Landlord determines in Landlord’s sole but good faith discretion in order to equitably allocate such expenses among the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use tenants of the BuildingProperty. Payment shall be made by whichever of the following methods is from time to time designated by Landlord, and (ii) a proportionate share (based on Landlord may change the Building Gross Leasable Area as a percentage method of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to payment at any one building that is part of the Projecttime. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 ten (10) days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a monthmonthly. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Alternatively Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; (ii) during such Landlord’s fiscal year . Tenant shall pay such share of the estimated Common Operating Expenses in advance in equal monthly installments as required by Landlord due with the installments installment of Base Monthly Rent; Rent and (iii) within 90 days as soon as reasonable practicable after the end of each Landlord’s fiscal such calendar year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord in accordance with this Article during the just ended Landlord’s fiscal year ending calendar year, and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or a rent credit by Landlord against the next installment of Base Monthly RentLandlord, as the case may require, within 10 ten (10) days after delivery by Landlord to Tenant of said statement, so to the end that Landlord shall receive the entire amount of Tenant’s Share 's share of all Common Operating Expenses for such Landlord’s fiscal year and no morecalendar year. Tenant shall have the right at its expenseright, exercisable upon reasonable prior written notice to LandlordLandlord in writing, to inspect at Landlord’s office during normal business hours Landlord’s 's books and records as they relate relating to Common Operating Expenses. Such inspection must be Expenses at Landlord's or Landlord's property manager's office within 30 thirty (30) days of Tenant’s receipt of Landlord’s any annual statement for the same, and shall be limited to verification for the purpose of verifying the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rentadditional rent, Tenant shall pay Tenant’s Allocated Share (specified in Section G of the Summary) of increase all Common Operating Expenses; provided, however, if Real Property Taxes assessed against the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to Property which become due during the Building, including (i) all Common Operating Expenses paid with respect to Lease Term over and above the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the ProjectBase Year. Tenant shall pay such its share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant Real Property Taxes increases (a) within 20 twenty (20) days after receipt of a written xxxx therefore from being billed for the same by Landlord, on or (b) no later than ten (10) days before such periodic basis as Landlord shall designateReal Property Taxes become delinquent, but in no event more frequently than once a monthwhichever last occurs. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Alternatively Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses increase in taxes it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; (ii) during such Landlord’s fiscal year . Tenant shall pay such share of the estimated Common Operating Expenses increase in taxes in advance in equal monthly installments as required by Landlord due with the installments installment of Base Monthly Rent; Rent and (iii) within 90 days a reasonable time after the end of each Landlord’s fiscal such calendar year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses taxes paid or incurred by Landlord in accordance with this Article during the just ended Landlord’s fiscal year ending calendar year, and the amount paid for the Base Year, and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or a rent credit by Landlord against the next installment of Base Monthly RentLandlord, as the case may require, within 10 twenty (20) days after delivery by Landlord to Tenant of said statement, so to the end that Landlord shall receive the entire amount of the increase of all taxes for such calendar year. If requested by Tenant in writing within thirty (30) days of receipt of a xxxx for Tenant’s Allocated Share of all Common Operating Expenses for the increase in Real Property Taxes, Landlord shall furnish Tenant with such Landlord’s fiscal year evidence as is reasonably available to Landlord with respect to the amount of any increase in Real Property Tax which is part of such xxxx. Landlord acknowledges and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement agrees that Real Property Taxes for the same, and shall Base Year will be limited grossed up to verification reflect a full assessment of Real Property Taxes for the charges contained in such statementBase Year. Tenant may not withhold payment of such xxxx pending completion receipt and/or review of such inspectionevidence. If any Lender requires Landlord to impound Real Property Taxes on a periodic Basis during the Lease Term, then Tenant, on notice from Landlord indicating this requirement, shall pay a sum of money toward its liability under this Article to Landlord on the same period basis in accordance with the Lender’s requirements. Landlord shall impound the Real Property Tax payments received from Tenant in accordance with the requirements of the Lender. If any assessments are levied against the Property, Landlord may elect to either pay the assessment in full or allow the assessment to go to bond. If Landlord pays the assessment in full, Tenant shall pay to Landlord each time payment of Real Property Taxes is made a sum equal to that which would have been payable (as both principal and interest) had Landlord allowed the assessment to go to bond.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share share (specified in Section G of the Summary) of all the amount (if any) by which Common Operating Expenses paid or incurred in any Landlord’s fiscal year during the Lease Term exceeds the Common Operating Expense Base Amount defined in Section O of the Summary (which excess is referred to herein as the “Excess Expenses; provided, however, if ”) for any annual period or portion thereof. If the Project contains more than one building, then Tenant shall pay Tenant’s Share of all the Excess Expenses for the Landlord’s fiscal year in question based upon the Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use . Payment shall be made by whichever of the Buildingfollowing methods is from time to time designated by Landlord, and (ii) a proportionate share (based on Landlord may change the Building Gross Leasable Area as a percentage method of payment at any time. After each Landlord’s fiscal year during the Lease Term, Landlord may invoice Tenant for Tenant’s Share of the Project Gross Leasable Area) of all Common Operating Excess Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. for such Landlord’s fiscal year, and Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant amounts so invoiced within 20 5 days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a monthinvoice. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses Excess Expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; , (ii) during such Landlord’s fiscal year year, following such notice, Tenant shall pay such share Tenant’s Share of the estimated Common Operating Excess Expenses in advance in equal monthly installments as required by Landlord due with the installments each installment of Base Monthly Rent; Rent over the remainder of the fiscal year, and (iii) within 90 days after the end of each such Landlord’s fiscal yearyear or as soon thereafter as reasonably practicable, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Excess Expenses paid or incurred by Landlord in accordance with this paragraph during the just ended ending Landlord’s fiscal year year, and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit repayment by Landlord against the next installment of Base Monthly RentLandlord, as the case may require, require within 10 5 days after delivery by Landlord to Tenant of said statement, so such statement to the end that Landlord shall receive the entire amount of to Tenant’s Share of all Common Operating the Excess Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 Within thirty days of after Tenant’s receipt of a statement, if Tenant disputes the amount of Excess Expenses set forth in the statement, an independent certified public accountant (which accountant is a member of a nationally recognized accounting firm and working on a non-contingency fee basis) designated by Tenant, may, after reasonable notice to Landlord and at reasonable times and at Tenant’s expense, inspect Landlord’s annual statement for records at Landlord’s offices, provided that Tenant is not then in default under this Lease. If after such inspection, Tenant still disputes such Excess Expenses, a certification as to the same, and proper amount shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspectionmade, at Tenant’s expense, by Landlord’s independent certified public accountant which certification shall be final and conclusive.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 business days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s 's fiscal year, or such later date selected by Landlord, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly RentAdditional Rent (or with payment to Tenant in cash if no further installments of Additional Rent are due), as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right right, at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 90 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection. If such inspection discloses a liability for a refund to Tenant in excess of ten percent (10%) of the amount charged to Tenant for Common Operating Expenses, the cost of such inspection shall be borne by Landlord.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general and which are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 ten (10) days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s 's fiscal year, or such later date selected by Landlord, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common common Operating Expenses paid or incurred by Landlord landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 ten (10) days after delivery by Landlord to tio Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common common Operating Expenses. Such inspection must be within 30 sixty (60) days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section SECTION G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Project Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: . (iI) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.. Since the Project consists of multiple buildings, certain Common Operating Expenses may pertain to a particular building and other Common Operating Expenses to the Project as a whole (such as Common Operating Expenses for the Common Areas of the Project), Common Operating Expenses applicable to any particular building within the Project shall be allocated to the building in question whose tenants shall be responsible for payment of their respective proportionate shares in the pertinent building and other Common Operating Expenses applicable to the Project (such as the Common Areas of the Project) shall be charged to each building in the Project (including the Building) with the tenants in each such building being responsible for paying their respective proportionate shares in such building of such costs to the extent required under the applicable leases. Landlord shall in good faith attempt to allocate such Common Operating Expenses to the buildings (including the Building) and such allocation shall be binding on Tenant

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant -------------------------------- shall pay Tenant’s 's Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all increase --------- in the Common Operating Expenses fairly allocable for each of Landlord's fiscal years or portion thereof after the Base Year when compared to the Building, including (i) all Common Operating Expenses paid with respect to for the maintenance, repair, replacement and use of Base Year (the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project"Expense Increases"). Tenant shall pay such share of the actual Common Operating Expenses Expense Increases incurred or paid by Landlord but not theretofore billed to Tenant within 20 thirty (30) days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses Expense Increases in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year year, Tenant shall pay such share Tenant's Share of the estimated Common Operating Expenses Expense Increases in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 one hundred twenty (120) days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly RentAdditional Rent (or with payment to Tenant in cash if no further installments of Additional Rent are due), as the case may require, within 10 thirty (30) days after delivery by Landlord to Tenant of said such statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Expense Increases for such Landlord's fiscal year, and no more. Landlord may reasonably revise its estimate of Common Operating Expenses for such Landlord’s from time to time (but not more frequently than once in any fiscal year of Landlord), and no moreTenant shall thereafter make payments on the basis of the revised estimate. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses; provided, however, if Landlord has overstated Tenant's Share of Expense Increases by more than five percent (5%), Landlord shall pay for Tenant's actual, reasonable out of pocket costs for such audit and inspection. Such inspection must be within 30 ninety (90) days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection. In the event that the Project is not one hundred percent (100%) occupied during all or any portion of any fiscal year, Landlord may make an appropriate adjustment, in accordance with industry standards and sound management practices, of the Common Operating Expenses for each such year to determine what the Common Operating Expenses would have been for such year if the Project had been one hundred percent (100%) occupied, and the amount so determined shall be deemed to be the amount of Common Operating Expenses for such year. Common Operating Expenses for the Base Year shall be determined based on what the Common Operating Expenses would have been for Facility: _______________ the Base Year if the Project had been one hundred percent (100%) occupied. Such adjustments shall be made by Landlord by increasing those costs included in the Common Operating Expenses which, according to industry standards and sound management practices, vary based upon the level of occupancy of the Project. Landlord, upon notice to Tenant, may change its fiscal year from time to time to any twelve (12) consecutive month period and, in the event of any such change, Tenant's Share of Common Area Expenses shall be equitably adjusted for the fiscal year involved in any such change.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay to Landlord Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Allocated Share of all Common Operating Expenses Real Property Taxes which become due after the Rent Start Date and during the Lease Term which are fairly allocable to the BuildingPremises, including which include (i) all Common Operating Expenses paid Real Property Taxes assessed with respect to the maintenancevalue, repair, replacement and use or occupancy of the BuildingPremises and the land beneath it, and (ii) a proportionate share (based on the Building Premises Gross Leasable Area as a percentage of the Project Property Gross Leasable Area) of all Common Operating Expenses which relate Real Property Taxes assessed with respect to the Project Common Area or with respect to the Property in general which are not fairly allocable to any one building that is part of on the ProjectProperty. Tenant shall pay such its share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant Real Property Taxes (i) within 20 thirty (30) days after being billed for the same by Landlord, or (ii) no later than ten (10) days before such Real Property Tax becomes delinquent, whichever last occurs. If requested by Tenant in writing within one year from receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay for Tenant’s 's Allocated Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s fiscal yearReal Property Taxes, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment such evidence as is reasonably available to Landlord or credit by Landlord against with respect to the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share any Real Property Tax which is part of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statementxxxx. Tenant may not withhold payment of such xxxx pending completion receipt and/or review of such inspectionevidence. Upon Landlord's election or if any Lender requires Landlord to impound Real Property Taxes on a periodic basis during the Lease Term, then Tenant, on notice from Landlord indicating this requirement, shall pay a sum of money toward its liability under this Article to Landlord on the same periodic basis in accordance with the Lender's requirements (if any). Landlord shall impound the Real Property Tax payments received from Tenant in accordance with the requirements of the Lender (if any). If any assessments are levied against the Property, Landlord may elect either to pay the assessment in full or to allow the assessment to go to bond. If Landlord pays the assessment in full, Tenant shall pay to Landlord each time payment of Real Property Taxes is made a sum equal to that which would have been payable (as both principal and interest) had Landlord allowed the assessment to go to bond. Notwithstanding anything to the contrary contained in paragraphs 8.1 and 8.2, if there is an increase in Real Property Taxes resulting from a "change in ownership" (as that term is defined in California Revenue and Taxation Code Section 60, et. seq.) which occurs prior to the fourth (4th) anniversary of the Commencement Date, then Tenant shall not be obligated to pay any such increase that results from such "change of ownership".

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; providedthe amount of Direct Expenses paid or incurred in any calendar year. The following provision shall apply to the foregoing obligation of Tenant: A. Payment shall be made by whichever of the following methods is from time to time designated by Landlord, howeverand Landlord reserves the right to change the method of payment at any time in its sole and absolute discretion. After each calendar year during the Lease Term, if the Project contains more than one building, then Landlord may invoice Tenant shall pay for Tenant’s Share of all Common Operating the Direct Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Buildingfor such calendar year, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant amounts so invoiced within 20 fifteen (15) days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a monthnotice. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses Direct Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; (ii) during such Landlord’s fiscal year calendar year, Tenant shall pay such share Tenant’s Share of the estimated Common Operating Direct Expenses in advance in equal monthly installments as required by Landlord due with the installments each installment of Base Monthly Rent; and (iii) within 90 one hundred twenty (120) days after the end of each Landlord’s fiscal yearsuch calendar year (or as soon thereafter as is reasonably practical), Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Direct Expenses paid or incurred by Landlord during for the just ended Landlordending calendar year. If Tenant’s fiscal year and thereupon there estimated payments are less than Tenant’s Share of actual Direct Expenses as shown by the applicable statement, Tenant shall be an adjustment between Landlord and Tenant, with payment pay the difference to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 fifteen (15) days after delivery by Landlord to of such statement. If Tenant shall have overpaid Tenant’s Share of said statementactual Direct Expenses, so that then Landlord shall receive the entire amount credit such overpayment toward Tenant’s next installment payment of Tenant’s Share of all Common Operating estimated Direct Expenses. When the final determination is made of Tenant’s Share of actual Direct Expenses for such Landlord’s fiscal the calendar year and no morein which this Lease expires or sooner terminates, Tenant shall, even though this Lease has terminated, pay the difference to Landlord within fifteen (15) days after delivery of the final statement. Conversely, any overpayment by Tenant shall have be rebated by Landlord to Tenant concurrently with the right at its expensedelivery of such final statement. Notwithstanding the forgoing, exercisable upon reasonable prior written notice to LandlordLandlord may, to inspect at Landlord’s office during normal business hours Landlord’s books sole and records as they relate absolute discretion, require Tenant to Common Operating Expenses. Such inspection must be within 30 contract directly with utility providers and vendors to supply utilities and services to the Premises. B. Within sixty (60) days after the date of Tenant’s receipt of Landlord’s annual statement of actual Direct Expenses for any calendar year, Tenant may give Landlord written notice of its intent to review records, invoices and receipts relating to the sameactual Direct Expenses for such calendar year. Tenant shall provide Landlord with at least ten (10) days prior written notice of the date upon which it intends to review such records, invoices and receipts. The review shall be performed during normal business hours at Landlord’s principal place of business or such other location as may be designated by Landlord, and shall be limited to verification performed at Tenant’s sole cost and expense. Promptly following Tenant’s review of such records, invoices and receipts, Tenant shall provide Landlord with a copy of the charges contained in results of such statementreview and Tenant’s conclusions regarding any overstatement or understatement by Landlord of actual Direct Expenses for such calendar year. If Landlord disputes Tenant’s conclusions regarding any such overstatement or understatement, Landlord shall select a certified public accountant (which accountant may be Landlord’s accountant) (“Auditor”) to review the accuracy of Tenant’s determination. During such Auditor’s review, Tenant shall continue to pay, without abatement or offset, all Base Monthly Rent and Additional Rent (as calculated by Landlord) payable by Tenant under this Lease. Tenant may not withhold payment shall be responsible for the cost and expense of such xxxx pending completion audit unless (a) the Auditor finds greater than an overall five (5%) discrepancy resulting in overpayment by Tenant, and (b) there is not a commercially reasonable justification for Landlord’s determinations. The Auditor’s decision shall be final and binding on the parties. In the event that the Auditor finds greater than an overall five percent (5%) discrepancy resulting in overpayment by Tenant and there is not a commercially reasonable justification for Landlord’s determinations, then Landlord shall reimburse Tenant for the reasonable cost and expense of the Audit, which reimbursement shall be made by Landlord to Tenant within thirty (30) days following Landlord’s receipt of Tenant’s written demand therefore, together with satisfactory evidence of the sums paid by Tenant for such inspectionAudit. In the event Tenant fails to object in writing to Landlord’s determination of actual Direct Expenses within sixty (60) days following delivery of Landlord’s statement, Landlord’s determination of actual Direct Expenses for the applicable calendar year shall be conclusive and binding on Tenant and any future claims to the contrary shall be barred.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; including (a) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (b) all Common Operating Expenses which relate to the Project (provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project). Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore bxxx therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 180 days after the end of each Landlord’s fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year (the “Annual Reconciliation Statement”) and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 30 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. The failure of Landlord to deliver of such annual reconciliation statement within said 180-day period under clause (iii) above shall not constitute a waiver or otherwise release a party from its obligation to make a payment or credit when such reconciliation is actually done. As provided in Section 8.2A below, Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx bxxx pending completion of such inspection. Landlord and Tenant shall each use their best efforts to cooperate with each other to resolve any discrepancies between Landlord and Tenant in the accounting of Common Operating Expenses.

Tenant’s Obligation to Reimburse. As Additional additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section G of the Summary) of o all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in questionquestions; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in Expense sin advance in monthly installments as required requested by Landlord due with the installments installment of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit (or cash if at the end of the Lease Term) by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no not more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.and

Tenant’s Obligation to Reimburse. As Additional Rentadditional rent, commencing on the Rent Start Date and continuing throughout the remainder of the Lease Term, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Allocated Share of all Common Operating Expenses fairly allocable to the Building, Premises including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, Premises and (ii) a proportionate share (based on the Building Premises Gross Leasable Area as a percentage of the Project Property Gross Leasable Area) of all Common Operating Area Expenses which relate to the Project Property in general and are not fairly allocable to any one building on the Property. Landlord agrees that it shall not recover from all Tenants of the Property more than one hundred percent (100%) of the actual Common Operating Expenses incurred by Landlord for the period in question. As provided in paragraph 3.3, Tenant's obligation to pay Tenant's Allocated Share of Common Operating Expenses fairly allocable to the Premises shall be prorated as of the Rent Start Date and at the expiration or earlier termination of the Lease Term, and if Tenant has paid any amount on account of Common Operating Expenses relating to a period that is part not within the Lease Term (E.G., prepayment of insurance premiums for one year), such amount shall be reimbursed to Tenant in connection with such proration. Payment shall be made by whichever of the Projectfollowing methods is from time to time designated by Landlord, and Landlord may change the method of payment at any time so long as (i) Landlord gives Tenant at least sixty (60) days prior written notice, and (ii) the method is not changed more than once in any calendar year. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 thirty (30) days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; , (ii) during such Landlord’s fiscal year calendar year, Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; , and (iii) within 90 ninety (90) days after the end of each Landlord’s fiscal calendar year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal ending calendar year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 thirty (30) days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share 's share of all Common Operating Expenses for such Landlord’s fiscal calendar year and no more. Tenant and its agents (including accountants) shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be made within 30 one hundred eighty (180) days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Allocated Share of all Common Operating Expenses fairly allocable (as that term is defined, below). Tenant shall make such payment in monthly installments due in advance with the installments of Base Monthly Rent on the first day of each calendar month of each calendar year, or part thereof, during the Lease Term (a “Lease Year”) in an amount equal, at Landlord’s election, to the Building, including either (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such Tenant’s share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 days after receipt of a written xxxx therefore from Tenant, as invoiced by Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share or (ii) one-twelfth (1/12) of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of Tenant’s share of the Common Operating expenses it anticipates will be paid or incurred Expenses for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within current Lease Year. Within 90 days after the end of each Landlord’s fiscal yearLease Year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord in accordance with this article during the just ended Landlord’s fiscal year ending Lease Year, and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit repayment by Landlord against the next installment of Base Monthly RentLandlord, as the case may require, within 10 30 days after receipt of delivery by Landlord to Tenant of said statement, so to the end that Landlord shall receive the entire amount of Tenant’s Share share of all Common Operating Expenses for such Landlord’s fiscal year Lease Year and no more. Tenant shall have the right at its expenseright, exercisable upon reasonable prior written notice to LandlordLandlord in writing, to inspect at Landlord’s office during normal business hours audit Landlord’s books and records as they relate at Landlord’s office relating to Common Operating Expenses. Such inspection must be Expenses within 30 90 days of Tenant’s receipt of Landlord’s annual any statement for the same, and shall be limited to verification for the purpose of verifying the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such audit. If such audit reveals overpayment in excess of five percent (5%), then Landlord is to reimburse Tenant for its costs of inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section SECTION G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, Common Areas and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 30 days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (iI) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 90 days of Tenant’s 's receipt of Landlord’s 's annual statement sttement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; providedExpenses of the Building and the Project, however, if based on the Project contains more than one building, then Tenant percentages indicated in Section G for each. Landlord shall pay Tenant’s Share of all reasonably determine which Common Operating Expenses are fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect Building and to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area Project as a percentage of the Project Gross Leasable Area) of all whole. Common Operating Expenses which relate to the Project in general and are not fairly allocable to any one building that is part of the ProjectProject shall be so allocated. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.for

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 days after receipt of a written xxxx therefore bilx xxerefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 120 days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 20 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 60 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending bilx xxnding completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rentadditional rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Allocated Share of all Common Operating Expenses fairly allocable Real Property Taxes assessed against the Property which become due during the Lease Term or such other amount as Landlord determines in Landlord’s sole but good faith discretion in order to equitably allocate such expenses among the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use tenants of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the ProjectProperty. Tenant shall pay such its share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant Real Property Taxes (a) within 20 ten (10) days after receipt of a written xxxx therefore from being billed for the same by Landlord, on or (b) no later than ten (10) days before such periodic basis as Landlord shall designateReal Property Taxes become delinquent, but in no event more frequently than once a monthwhichever last occurs. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Alternatively Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses taxes it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; (ii) during such Landlord’s fiscal year . Tenant shall pay such share of the estimated Common Operating Expenses taxes in advance in equal monthly installments as required by Landlord due with the installments installment of Base Monthly Rent; Rent and (iii) within 90 days a reasonable time after the end of each Landlord’s fiscal such calendar year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses taxes paid or incurred by Landlord in accordance with this Article during the just ended Landlord’s fiscal year ending calendar year, and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or a rent credit by Landlord against the next installment of Base Monthly RentLandlord, as the case may require, within 10 ten (10) days after delivery by Landlord to Tenant of said statement, so to the end that Landlord shall receive the entire amount of Tenant’s 's share of all taxes for such calendar year. If requested by Tenant in writing within thirty (30) days of receipt of a xxxx for Tenant's Allocated Share of all Common Operating Expenses for Real Property Taxes, Landlord shall furnish Tenant with such Landlord’s fiscal year and no more. Tenant shall have evidence as is reasonably available to Landlord with respect to the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days amount of Tenant’s receipt any Real Property Tax which is part of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statementxxxx. Tenant may not withhold payment of such xxxx pending completion receipt and/or review of such inspectionevidence. If any Lender requires Landlord to impound Real Property Taxes on a periodic Basis during the Lease Term, then Tenant, on notice from Landlord indicating this requirement, shall pay a sum of money toward its liability under this Article to Landlord on the same period basis in accordance with the Lender's requirements. Landlord shall impound the Real Property Tax payments received from Tenant in accordance with the requirements of the Lender. If any assessments are levied against the Property, Landlord may elect to either pay the assessment in full or allow the assessment to go to bond.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, Building including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of the Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit (or cash if at the end of the Lease Term) by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rentadditional rent, Tenant shall pay Tenant’s Allocated Share (specified in Section G of the Summary) of all increases in “Common Operating Expenses; provided” (as defined below) over the Base Year, however, if the Project contains more than one building, then Tenant as set forth in Section 3.2 above. Payment shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use be made by whichever of the Buildingfollowing methods is from time to time designated by Landlord, and (ii) a proportionate share (based on Landlord may change the Building Gross Leasable Area as a percentage method of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to payment at any one building that is part of the Projecttime. Tenant shall pay such share of the increase in actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 thirty (30) days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a monthmonthly. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Alternatively Landlord shall deliver to Tenant Landlord’s reasonable estimate of the increase in Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; (ii) during such Landlord’s fiscal year . Tenant shall pay such share of the estimated increase in Common Operating Expenses in advance in equal monthly installments as required by Landlord due with the installments installment of Base Monthly Rent; Rent and (iii) within 90 days as soon as reasonable practicable after the end of each Landlord’s fiscal such calendar year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord in accordance with this Article during the just ended Landlord’s fiscal ending calendar year and the amount paid in the Base Year, and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or a rent credit by Landlord against the next installment of Base Monthly RentLandlord, as the case may require, within 10 thirty (30) days after delivery by Landlord to Tenant of said statement, so to the end that Landlord shall receive the entire amount of Tenant’s Share share of all the increase in Common Operating Expenses for such Landlord’s fiscal calendar year and no moreover the Base Year. Tenant shall have the right at its expenseright, exercisable upon reasonable prior written notice to LandlordLandlord in writing, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate relating to Common Operating Expenses at Landlord’s or Landlord’s property manager’s office for the purpose of verifying the charges contained in such statement; provided, however, Tenant may not inspect Landlord’s books and records relating to Common Operating Expenses that are more than three (3) years old. Tenant may not withhold payment pending completion of such inspection. If less than 95% of the total rentable area of the Building is occupied during the Base Year and/or any calendar year during the term of this Lease, then Common Operating Expenses shall be adjusted to equal Landlord’s reasonable estimate of Common Operating Expenses had such percentage of the total rentable area of the Building been occupied. Controllable Common Operating Expenses shall not increase by more than four percent (4%) per year over the Lease Term in any year. “Controllable Common Operating Expenses. Such inspection must ” shall be within 30 days of all Common Operating Expenses except for Real Property Taxes, Landlord’s insurance premiums, insurance deductibles, and utility expenses. A. Within three (3) years after Tenant’s receipt of Landlord’s annual expense reconciliation statement and after delivery to Landlord of at least thirty (30) days prior written notice, Tenant, at its sole cost and expense through any certified public accountant designated by it (who is not compensated on a contingency fee basis), shall have the right to examine and/or audit the books and records evidencing such costs and expenses for the sameprevious three (3) calendar years, during Landlord’s reasonable business hours and at Landlord’s office but not more frequently than once for such three year period (or any portion thereof). The results of any such audit (and any negotiations between the parties related thereto) shall be maintained strictly confidential by Tenant and its accounting firm and shall not be limited disclosed, published or otherwise disseminated to verification of the charges contained any other party other than to Landlord and its authorized agents. Landlord and Tenant each shall use their best efforts to cooperate in such statement. negotiations and to promptly resolve any discrepancies between Landlord and Tenant may not withhold payment in the accounting of such xxxx pending completion costs and expenses. If through such audit it is determined that there is a discrepancy of more than two percent (2%) in the total of actual Common Operating Expenses, then Landlord shall reimburse Tenant for the reasonable accounting costs incurred by Tenant in performing such inspectionaudit, not to exceed $5,000.00. However, if through such audit it is determined that there is a discrepancy of two percent (2%) or less, then Tenant shall reimburse Landlord for the reasonable expenses incurred by Landlord (both in house personnel and third parties) in connection with such audit, such costs not to exceed $5,000.00.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Allocated Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use as defined below). Payment shall be made by whichever of the Buildingfollowing methods is designated from time to time, by Landlord, and (ii) a proportionate share (based on Landlord may change the Building Gross Leasable Area as a percentage method of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to payment at any one building that is part of the Projecttime. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore previously billed to Tenant within 20 ten (10) days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a monthmonthly. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; , (ii) during such Landlord’s fiscal year calendar year, Tenant shall pay such share of the estimated Common Operating Expenses in advance in equal monthly installments as required by Landlord due with the installments installment of Base Monthly Rent; , and (iii) within 90 ninety (90) days after the end of each Landlord’s fiscal such calendar year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord in accordance with this Article during the just ended Landlord’s fiscal year ending calendar year, and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or repayment and/or credit by Landlord against the next installment of Base Monthly RentLandlord, as the case may require, within 10 ten (10) days after delivery by Landlord to Tenant of said statement, so to the end that Landlord shall receive the entire amount of Tenant’s Share 's share of all Common Operating Expenses for such Landlord’s fiscal calendar year and no more. Tenant shall have the right at its expenseright, exercisable upon reasonable prior written notice to LandlordLandlord in writing, to inspect at Landlord’s office during normal business hours Landlord’s 's books and records as they relate relating to the Common Operating Expenses. Such inspection must be Expenses at Landlord's property manager's office within 30 thirty (30) days of Tenant’s receipt of Landlord’s any annual statement for the same, and shall be limited to verification for the purposes of verifying the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection. Landlord's failure to timely furnish such reconciliation shall not affect Landlord's rights under this Section 6.3.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G F of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Projectfor each calendar year or portion thereof. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 ten (10) days after receipt of a written xxxx therefore therefor from Landlord, Landlord on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. AlternativelyIn addition, Landlord may from time to time shall require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (ia) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; (iib) during such Landlord’s fiscal year calendar year, Tenant shall pay such share Tenant’s Share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iiic) within 90 one hundred twenty (120) days after the end of each Landlord’s fiscal yearcalendar year or as soon as reasonably practicable thereafter, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal calendar year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly RentAdditional Rent (or with payment to Tenant in cash if no further installments of Additional Rent are due), as the case may require, within 10 ten (10) days after delivery by Landlord to Tenant of said such statement, so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year calendar year, and no more. Within ninety (90) days after Landlord furnishes such statement for any calendar year (the “Audit Election Period”), Tenant shall have the right may, at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Tenant’s sole cost and expense during Landlord’s office during normal business hours hours, elect to audit Landlord’s Common Operating Costs for such calendar year only, subject to the following conditions: (1) the audit shall be prepared by an independent certified public accounting firm of recognized national or regional standing; (2) in no event shall any audit be performed by a firm retained on a “contingency fee” basis; (3) the audit shall commence within 30 days after Landlord makes Landlord’s books and records available to Tenant’s auditor and shall conclude within 60 days after commencement; (4) the audit shall be conducted where Landlord maintains its books and records and shall not unreasonably interfere with the conduct of Landlord’s business; and (5) Tenant and its accounting firm shall treat any audit in a confidential manner and shall each execute a commercially reasonable confidentiality agreement for Landlord’s benefit prior to commencing the audit. The foregoing right to audit shall also be applicable to Tenant’s Share of Common Operating Expenses payable on a periodic basis (i.e., not as they relate part of the estimated monthly installments) except that the Audit Election Period with respect to the same shall be within the later of ninety (90) days after the later of the end of the calendar year in which such Common Operating Expenses were incurred or ninety (90) days after Landlord furnishes the statement containing such Common Operating Expenses. Such inspection must This paragraph shall not be construed to limit, suspend, or xxxxx Tenant’s obligation to pay rent when due, including estimated Common Operating Expenses. Landlord shall credit any overpayment determined by the final approved audit report against the next rent due and owing by Tenant or, if no further rent is due, refund such overpayment directly to Tenant within 30 days of determination. Likewise, Tenant shall pay Landlord any underpayment determined by the final approved audit report within 30 days of determination. If the audit proves that Landlord’s calculation of Common Operating Expenses for the calendar year under inspection was overstated by more than three percent (3%), then, after verification, Landlord shall pay Tenant’s actual reasonable out-of-pocket audit and inspection fees and costs applicable to the review of said calendar year statement within thirty (30) days after receipt of Tenant’s invoice therefor. The foregoing obligations shall survive the expiration or earlier termination of this Lease. If Tenant does not give written notice of its election to audit Landlord’s annual statement Common Operating Expenses during the Audit Election Period, Landlord’s Common Operating Expenses for the sameapplicable calendar year shall be deemed approved for all purposes, and Tenant shall have no further right to review or contest the same. Landlord may revise its estimate of Common Operating Expenses from time to time, and Tenant shall thereafter make payments on the basis of the revised estimate. In the event that the Building is not one hundred percent (100%) occupied during all or any portion of any calendar year, Landlord shall make an appropriate adjustment, in accordance with industry standards and sound management practices, of the Common Operating Expenses for each such year to determine what the Common Operating Expenses would have been for such year if the Building had been one hundred percent (100%) occupied, and the amount so determined shall be limited deemed to verification be the amount of Common Operating Expenses for such year. Such adjustment shall be made by Landlord by increasing those costs included in the Common Operating Expenses which, according to industry standards and sound management practices, vary based upon the level of occupancy of the charges contained Building. Landlord shall have the right, from time to time, in such statementits discretion, to equitably allocate some or all of the Common Operating Expenses among the office space tenants and the residential space tenants of the Building for purposes of determining Common Operating Expenses and/or the provision of various services and amenities. Tenant may Without limiting the generality of the preceding sentence, costs for maintenance of the parking areas shall be allocated to the office and residential portions of the Building in accordance with the ratio of parking spaces allocated between the same. Costs for (w) maintaining, repairing, operating and replacing when necessary HVAC equipment for the residential portion of the Building and the utility facilities and other building service equipment exclusively serving the residential portion of the Building and (x) providing electricity, gas and water (except irrigation water) to the residential portion of the Building shall not withhold payment be allocated to the office portions of such xxxx pending completion the Building, and costs for (y) maintaining, repairing, operating and replacing when necessary HVAC equipment for the office portion of such inspectionthe Building and the utility facilities and other building service equipment exclusively serving the office portion of the Building and (z) providing electricity, gas and water (except irrigation water) to the office portion of the Building shall not be allocated to the residential portions of the Building.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section G of the Summary) of all Common Direct Operating ExpensesExpenses (as hereinafter defined) as may be paid or incurred by Landlord during the term of this Lease; provided, however, that if the Project Property contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Direct Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the BuildingBuilding as reasonably determined by Landlord, and (ii) a proportionate share (share, based on the Building Gross Leasable Area as a percentage of the Project Property Gross Leasable Area) , of all Common Direct Operating Expenses which relate to the Project Property in general and are not fairly allocable to any one building that is part of on the ProjectProperty. Tenant shall pay such share to Landlord on the first day of each calendar month during the period immediately following the Commencement Date until the first December 1 thereafter a fraction of the actual Common amount which Landlord estimates will be Tenant's Share of all Direct Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 days after receipt for such period, the numerator of a written xxxx therefore from Landlordwhich is the number of calendar months during said period, and the denominator of which is twelve (12). Thereafter during the lease term, on such periodic basis as Landlord shall designatethe first day of each calendar month during each twelve (12) month period commencing January 1, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share to Landlord until the first December 1 thereafter an amount estimated by Landlord to be one-twelfth of Tenant's Share of the estimated Common Direct Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and for such twelve (iii12) within 90 month period. Within ninety (90) days after following the end of each Landlord’s fiscal calendar year, Landlord shall furnish to Tenant a statement covering the calendar year and the payments made by Tenant with respect to such period as set forth in reasonable detail this paragraph. If Tenant's payments for Tenant's Share of said Direct Operating Expenses did not equal Tenant's Share of the actual Common amount of said Direct Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there Expenses, Tenant shall be an adjustment between Landlord and Tenant, with payment pay to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, deficiency within 10 ten (10) days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. If said payments exceed the actual Direct Operating Expense, Landlord shall refund the amount of the overpayments to Tenant may not withhold payment in cash within ten (10) days after Landlord sends such statement. Direct Operating Expenses shall be prorated as of such xxxx pending completion the Commencement Date and the Expiration Date to reflect the portion of such inspectionthe calendar year occurring within the Lease term. Tenant's Share of Direct Operating Expenses are initially estimated to be $14,070 per month.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share of all Operating Expenses for the Project (specified as defined in Section G of the Summary) of all Common 8.2 hereof, also referred to as “Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project”). Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant Txxxxxx within 20 thirty (30) days after receipt of a written xxxx therefore bxxx therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the followingfollowing procedure: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Monthly Base Monthly Rent; and (iii) within 90 days as soon after the end of each Landlord’s fiscal yearyear as is reasonably practicable, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Monthly Base Monthly Rent, as the case may require, within 10 thirty (30) days after delivery by Landlord to Tenant of said statement, statement so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. If at any time during a calendar year the Project is not at least 95% occupied or Landlord is not supplying services to at least 95% of the total rentable square footage of the Project, Operating Expenses for the Project that vary based on occupancy shall, at Landlord’s option, be determined as if the Project had been 95% occupied and Landlord had been supplying services to 95% of the rentable square footage of the Project. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 thirty (30) days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx bxxx pending completion of such inspection. Such inspection shall be conducted by an independent certified public accountant (“CPA”) and such CPA shall not be hired or retained on a contingency fee or other incentive basis.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 thirty (30) days after receipt of a written xxxx therefore bill xxxrefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 ninety (90) days after the end of each Landlord’s 's fiscal year, or such later date as soon thereafter as practical, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly RentAdditional Rent (or with payment to Tenant in cash if no further installments of Additional Rent are due), as the case may require, within 10 thirty (30) days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 ninety (90) days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending bill xxxding completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable allocated to the BuildingBuilding in Landlord’s reasonable good faith judgment, including (ia) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (iib) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general that are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) on or before the commencement of each of Landlord’s fiscal years during the Term, Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s following fiscal year in questionyear; (ii) during such Landlord’s fiscal year year, Tenant shall pay such share Tenant’s Share of the estimated Common Operating Expenses in advance in monthly installments as required estimated by Landlord due with at the same time as the installments of Base Monthly RentRent are paid; and (iii) within 90 180 days after the end of each Landlord’s fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year (the “Annual Reconciliation Statement”) and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment installment(s) of Base Monthly Rent, as the case may require, within 10 thirty (30) days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant The failure of Landlord to delivery such annual reconciliation statement within said 180-day period under clause (iii) above shall have not constitute a waiver or otherwise release a party from its obligation to make a payment or credit when such reconciliation is actually done. Notwithstanding anything to the contrary in this Lease, the Project may consist of multiple buildings and certain Common Operating Expenses may pertain to a particular building(s) and other Common Operating Expenses may pertain to the Project as a whole. Landlord reserves the right at in its expense, exercisable upon reasonable prior written notice good faith discretion to Landlord, allocate any such costs applicable to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate any particular building within the Project to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and building in question whose tenants shall be limited responsible for payment of their respective proportionate shares in the pertinent building and other such costs applicable to verification of the charges contained Project to each building in the Project (including the Building) with the tenants in each such building being responsible for paying their respective proportionate shares in such statement. Tenant may not withhold payment building of such xxxx pending completion of costs to the extent required under the applicable leases. Landlord shall in good faith attempt to allocate such inspectioncosts to the buildings (including the Building) in a reasonable, non-discriminatory manner and such allocation shall be binding on Tenant.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all the amount (if any) by which Common Operating Expenses paid or incurred in any calendar year during the Lease Term exceeds the Common Operating Expense Base Amount identified in Section P of the Summary (which excess is referred to herein as the “Excess Expenses; provided”) for any annual period or portion hereof. The following provision shall apply to the foregoing obligation of Tenant: A. Payment shall be made by whichever of the following methods is from time to time designated by Landlord, howeverand Landlord reserves the right to change the method of payment at any time in its sole and absolute discretion. After each calendar year during the Lease Term, if the Project contains more than one building, then Landlord may invoice Tenant shall pay for Tenant’s Share of all Common Operating the Excess Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Buildingfor such calendar year, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant amounts so invoiced within 20 five (5) days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a monthnotice. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses Excess Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; (ii) during such Landlord’s fiscal year calendar year, Tenant shall pay such share Tenant’s Share of the estimated Common Operating Excess Expenses in advance in equal monthly installments as required by Landlord due with the installments each installment of Base Monthly Rent; and (iii) within 90 one hundred twenty (120) days after the end of each Landlord’s fiscal yearsuch calendar year (or as soon thereafter as is reasonably practical), Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Excess Expenses paid or incurred by Landlord during for the just ended Landlordending calendar year or 2005. If Tenant’s fiscal year and thereupon there estimated payments are less than Tenant’s Share of actual Excess Expenses as shown by the applicable statement, Tenant shall be an adjustment between Landlord and Tenant, with payment pay the difference to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 fifteen (15) days after delivery by Landlord to of such statement. If Tenant shall have overpaid Tenant’s Share of said statementactual Excess Expenses, so that then Landlord shall receive the entire amount credit such overpayment toward Tenant’s next installment payment of Tenant’s Share of all Common Operating estimated Excess Expenses. When the final determination is made of Tenant’s Share of actual Excess Expenses for such Landlord’s fiscal the calendar year and no morein which this Lease expires or sooner terminates, Tenant shall, even though this Lease has terminated, pay the difference to Landlord within fifteen (15) days after delivery of the final statement. Conversely, any overpayment by Tenant shall have be rebated by Landlord to Tenant concurrently with the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 delivery of such final statement. B. Within sixty (60) days after the date of Tenant’s receipt of Landlord’s annual statement of actual Excess Expenses for any calendar year, Tenant may give Landlord written notice of its intent to review records, invoices and receipts relating to the sameactual Excess Expenses for such calendar year. Tenant shall provide Landlord with at least ten (10) days prior written notice of the date upon which it intends to review such records, invoices and receipts. The review shall be performed during normal business hours at Landlord’s principal place of business or such other location as may be designated by Landlord, and shall be limited to verification performed at Tenant’s sole cost and expense. Promptly following Tenant’s review of such records, invoices and receipts, Tenant shall provide Landlord with a copy of the charges contained in results of such statementreview and Tenant’s conclusions regarding any overstatement or understatement by Landlord of actual Excess Expenses for such calendar year. If Landlord disputes Tenant’s conclusions regarding any such overstatement or understatement, Landlord shall select a certified public accountant (which accountant may be Landlord’s accountant) (“Auditor”) to review the accuracy of Tenant’s determination. During such Auditor’s review, Tenant shall continue to pay, without abatement or offset, all Base Monthly Rent and Additional Rent (as calculated by Landlord) payable by Tenant under this Lease. Tenant may not withhold payment shall be responsible for the cost and expense of such xxxx pending completion audit unless (a) the Auditor finds greater than an overall five percent (5%) discrepancy resulting in overpayment by Tenant, and (b) there is not a commercially reasonable justification for Landlord’s determinations. In the event that the Auditor finds greater than an overall five percent (5%) discrepancy resulting in overpayment by Tenant and there is not a commercially reasonable justification for Landlord’s determinations, then Landlord shall reimburse Tenant for the reasonable cost and expense of the Audit, which reimbursement shall be made by Landlord to Tenant within thirty (30) days following Landlord’s receipt of Tenant’s written demand therefor, together with satisfactory evidence of the sums paid by Tenant for such inspectionAudit. The Auditor’s decision shall be final and binding on the parties. In the event Tenant fails to object in writing to Landlord’s determination of actual Excess Expenses within sixty (60) days following delivery of Landlord’s statement, Landlord’s determination of actual Excess Expenses for the applicable calendar year shall be conclusive and binding on Tenant and any future claims to the contrary shall be barred.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore bill therefor from Landlord, on such periodic pxxxxdic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly RentRemit or reimbursement to Tenant if this Lease has terminated, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect audit at Landlord’s 's office during normal nominal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 90 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx bill pending completion of such inspectionaudit. Xx such audit reveals that Landlord has overcharged Tenant, the amount overcharged shall be credited to Tenant's account within thirty (30) days after the audit is concluded. In the event that an audit proves that Tenant has been overcharged by more than ten percent (10%), Landlord shall reimburse Tenant for the costs of such audit within thirty (30) days after receipt of a statement and supporting documents therefor; provided, however, that the following limitations shall apply; (i) Landlord shall not be responsible for reimbursing Tenant for audit costs in excess of $2,000.00 for the audit of a single year; (ii) Landlord shall not be obligated to reimburse for audit costs if the audit is conducted by an employee of Tenant; (iii) the auditor retained by Tenant shall be a certified public accountant and not be engaged on a "contingency fee" basis; and (iv) Landlord is not bound by the conclusions of Tenant's auditor.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay (a) Tenant’s Allocated Office Share of Operating Expenses (specified as defined below) incurred by Landlord in Section G connection with the Office Space and (b) Tenant’s Allocated Building Share of Operating Expenses incurred by Landlord in connection with both the Summary) of all Office Space and Retail Space, including, but not limited to, the Common Areas. Tenant shall have no obligation to pay any Operating Expenses; provided, however, if Expenses incurred by Landlord solely in connection with only the Project contains more than one building, then Retail Space. Tenant shall pay Tenant’s Allocated Share of all Common Operating Expenses fairly allocable to the Buildingon a monthly estimated basis, including (i) all Common Operating Expenses paid with respect to the maintenancevia ACH, repaircheck, replacement and use or other reasonable method of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Projectpayment. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred by Landlord for the Landlordnext calendar year (Landlord agrees to make commercially reasonable efforts to deliver the same to Tenant no later than November 15th of each calendar year), which reasonable estimate shall indicate which Operating Expenses are expected to be incurred in connection with the Office Space and which Operating Expenses are expected to be incurred in connection with both the Retail and Office Space (including, but not limited to, the Common Areas) and shall set forth an amount equal to (i) Tenant’s fiscal year estimated monthly Allocated Office Share of Operating Expenses in question; connection with the Office Space and (ii) during such LandlordTenant’s fiscal year Tenant shall pay such share estimated monthly Allocated Building Share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due connection with both the installments of Base Monthly Rent; Office Space and (iii) within 90 days after the end Retail Space. By March 15th of each Landlord’s fiscal calendar year, Landlord shall furnish to Tenant a statement statement, in reasonable detail detail, of the actual Common Operating Expenses paid (or if incurred but not yet paid, which Landlord intends to pay) by Landlord in accordance with this Article during the just ended Landlord’s fiscal just-ending calendar year (the “Annual Statement”), and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or a rent credit or refund by Landlord against the next installment of Base Monthly RentLandlord, as the case may require, within 10 sixty (60) days after delivery by Landlord to Tenant of said statement, so to the end that Landlord shall receive the entire amount of Tenant’s Share share of all Common Operating Expenses for such calendar year and Tenant shall not have paid more than such amount. While Landlord shall generally have no right to further readjust Tenant’s Allocated Office Share of Operating Expenses and/or Tenant’s Allocated Building Share of Operating Expenses with respect to a particular Annual Statement following Landlord’s fiscal year and no moredelivery to Tenant of each such applicable Annual Statement, it is agreed that the foregoing limitation shall not apply to any supplemental or escape assessment bills for Real Property Taxes. Tenant shall have the right at its expenseright, exercisable upon during Xxxxxxxx’s regular business hours and on reasonable prior written notice (no less than twenty (20) days’) to LandlordLandlord to review, to inspect at the location of Landlord’s office during normal business hours accounting records in the San Francisco Bay Area, Landlord’s books and records regarding Operating Expenses for the year to which the Annual Statement relates. The review of Landlord’s books and records shall be conducted by Tenant or a reputable certified public accountant (i.e., a member of a reputable, independent, certified public accounting firm, who has experience reviewing financial operating records of office building landlords; provided that such accountant is not paid on a contingency fee basis). If as they relate a result of its review, Tenant determines that the actual Operating Expenses for the period covered by any statement are different than the amount shown on such statement, Tenant shall promptly notify Landlord of such determination, which notice shall be accompanied by a copy of the results of Xxxxxx’s review. Upon receipt of such notice and accompanying information, Landlord may object to Common Operating Expenses. Such inspection must be Xxxxxx’s determination by providing Tenant with written notice of such objection within 30 twenty (20) days following receipt by Landlord of Tenant’s receipt of Landlord’s annual statement for notice and accompanying information. Unless Landlord so objects, Landlord shall credit to Tenant (or refund to Tenant in the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.event no further Additional Rent may

Tenant’s Obligation to Reimburse. As Additional Rentadditional rent, commencing on the Rent Start Date and continuing throughout the remainder of the Lease Term, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Allocated Share of all Common Operating Expenses fairly allocable to the Building, Premises including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, Premises and (ii) a proportionate share (based on the Building Premises Gross Leasable Area as a percentage of the Project Property Gross Leasable Area) of all Common Operating Area Expenses which relate to the Project Property in general and are not fairly allocable to any one building on the Property. Landlord agrees that it shall not recover from all tenants of the Property more than one hundred percent (100%) of the actual Common Operating Expenses incurred by Landlord for the period in question. As provided in paragraph 3.3, Tenant's obligation to pay Tenant's Allocated Share of Common Operating Expenses fairly allocable to the Premises shall be prorated as of the Rent Start Date and at the expiration or earlier termination of the Lease Term, and if Tenant has paid any amount on account of Common Operating Expenses relating to a period that is part not within the Lease Term (e.g., prepayment of insurance premiums for one year), such amount shall be reimbursed to Tenant in connection with such proration. Payment shall be made by whichever of the Projectfollowing methods is from time to time designated by Landlord, and Landlord may change the method of payment at any time so long as (i) Landlord gives Tenant at least sixty (60) days prior written notice, and (ii) the method is not changed more than once in any calendar year. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 thirty (30) days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; , (ii) during such Landlord’s fiscal year calendar year, Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; , and (iii) within 90 ninety (90) days after the end of each Landlord’s fiscal calendar year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal ending calendar year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 thirty (30) days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share 's share of all Common Operating Expenses for such Landlord’s fiscal calendar year and no more. Tenant and its agents (including accountants) shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be made within 30 one hundred eighty (180) days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rentadditional rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Allocated Share of all Common Operating Expenses fairly allocable Real Property Taxes assessed against the Property which become due during the Lease Term or such other amount as Landlord determines in Landlord's sole but good faith discretion in order to equitably allocate such expenses among the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use tenants of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the ProjectProperty. Tenant shall pay such its share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant Real Property Taxes (a) within 20 ten (10) days after receipt of a written xxxx therefore from being billed for the same by Landlord, on or (b) no later than ten (10) days before such periodic basis as Landlord shall designateReal Property Taxes become delinquent, but in no event more frequently than once a monthwhichever last occurs. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Alternatively Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses taxes it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; (ii) during such Landlord’s fiscal year . Tenant shall pay such share of the estimated Common Operating Expenses taxes in advance in equal monthly installments as required by Landlord due with the installments installment of Base Monthly Rent; Rent and (iii) within 90 days a reasonable time after the end of each Landlord’s fiscal such calendar year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses taxes paid or incurred by Landlord in accordance with this Article during the just ended Landlord’s fiscal year ending calendar year, and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or a rent credit by Landlord against the next installment of Base Monthly RentLandlord, as the case may require, within 10 ten (10) days after delivery by Landlord to Tenant of said statement, so to the end that Landlord shall receive the entire amount of Tenant’s 's share of all taxes for such calendar year. If requested by Tenant in writing within thirty (30) days of receipt of a bxxx for Tenant's Allocated Share of all Common Operating Expenses for Real Property Taxes, Landlord shall furnish Tenant with such Landlord’s fiscal year and no more. Tenant shall have evidence as is reasonably available to Landlord with respect to the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days amount of Tenant’s receipt any Real Property Tax which is part of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statementbxxx. Tenant may not withhold payment of such xxxx bxxx pending completion receipt and/or review of such inspectionevidence. If any Lender requires Landlord to impound Real Property Taxes on a periodic Basis during the Lease Term, then Tenant, on notice from Landlord indicating this requirement, shall pay a sum of money toward its liability under this Article to Landlord on the same period basis in accordance with the Lender's requirements. Landlord shall impound the Real Property Tax payments received from Tenant in accordance with the requirements of the Lender. If any assessments are levied against the Property, Landlord may elect to either pay the assessment in full or allow the assessment to go to bond.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (ia) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (iib) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project (provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building in general are not fairly allocable to any one building that is part of the Project). Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 30 days after receipt of a written xxxx therefore bxxx therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 180 days after the end of each Landlord’s fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year (the “Annual Reconciliation Statement”) and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 30 days after delivery by Landlord to Tenant of said statementstatement (or payment by Landlord if the Lease has terminated), so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. The failure of Landlord to deliver such annual reconciliation statement within said 180-day period under clause (iii) above shall not constitute a waiver or otherwise release a party from its obligation to make a payment or credit when such reconciliation is actually done, provided Landlord notifies Tenant shall have by the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books end of said 180 day period that Landlord will be late in delivering the Annual Reconciliation Statement and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for Landlord delivers such Annual Reconciliation Statement by the same, and shall be limited to verification end of the charges contained in year following the year covered by such statement. Tenant may not withhold payment of such xxxx pending completion of such inspectionAnnual Reconciliation Statement.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay -------------------------------- Tenant’s 's Share (specified in Section G of the Summary) of all Common Operating Expenses; providedthe amount of Direct --------- Expenses paid or incurred in any calender year. The following provision shall apply to the foregoing obligation of Tenant: A. Payment shall be made by whichever of the following methods is from time to time designated by Landlord, howeverand Landlord reserves the right to change the method of payment at any time in its sole and absolute discretion. After each calendar year during the Lease Term, if the Project contains more than one building, then Landlord may invoice Tenant shall pay for Tenant’s 's Share of all Common Operating the Direct Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Buildingfor such calendar year, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant amounts so invoiced within 20 five (5) days after receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a monthnotice. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses Direct Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; (ii) during such Landlord’s fiscal year calendar year, Tenant shall pay such share Tenant's Share of the estimated Common Operating Direct Expenses in advance in equal monthly installments as required by Landlord due with the installments each installment of Base Monthly Rent; and (iii) within 90 one hundred twenty (120) days after the end of each Landlord’s fiscal yearsuch calendar year (or as soon thereafter as is reasonably practical), Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Direct Expenses paid or incurred by Landlord during for the just ended Landlord’s fiscal year and thereupon there ending calendar year. If Xxxxxx's estimated payments are less than Tenant's Share of actual Direct Expenses as shown by the applicable statement. Tenant shall be an adjustment between Landlord and Tenant, with payment pay the difference to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 fifteen (15) days after delivery of such statement. If Tenant shall have overpaid Tenants Share of actual Direct Expenses, then Landlord shall credit such over payment toward Tenants next installment payment of Tenant's Share of estimated Direct Expenses. When the final determination is made of Tenant's Share of actual Direct Expenses for the calendar year in which this Lease expires or sooner terminates, Tenant shall, even though this Lease has terminated, pay the difference to Landlord within fifteen (15) days after delivery of the final statement. Conversely, any overpayment by Tenant shall be rebated by Landlord to Tenant concurrently with the delivery of said such final statement. B. Within sixty (60) days after the date of Xxxxxx's receipt of Landlord's statement of actual Direct Expenses for any calender year, so that Tenant may give Landlord shall receive written notice of its intent to review records, invoices and receipts relating to the entire amount of Tenant’s Share of all Common Operating actual Direct Expenses for such Landlord’s fiscal year and no morecalender year. Tenant shall have the right provide Landlord with at its expense, exercisable upon reasonable least ten (10) days prior written notice of the date upon which it intends to Landlordreview such records, to inspect at Landlord’s office invoices and receipts. The review shall be performed during normal business hours at Landlord’s books and records 's principal place of business or such other location as they relate to Common Operating Expenses. Such inspection must may be within 30 days of Tenant’s receipt of designated by Landlord’s annual statement for the same, and shall be limited to verification performed at Tenant's sole cost and expense. Promptly following Xxxxxx's review of such records, invoices and receipts, Tenant shall provide Landlord with a copy of the charges contained in results of such statementreview and Xxxxxx's conclusions regarding any overstatement or understatement by Landlord of actual Direct Expenses for such calendar year. If Landlord disputes Xxxxxx's conclusions regarding any such overstatement or understatement, Landlord shall select a certified public accountant (which accountant may be Landlord's accountant) ("Auditor") to review the accuracy of Tenant's determination. During such Auditor's review, Tenant shall continue to pay, without abatement or offset, all Base Monthly Rent and Additional Rent (as calculated by Landlord) payable by Tenant under this Lease. Tenant may not withhold payment shall be responsible for the cost and expense of such xxxx pending completion audit unless (a) the Auditor finds greater than an overall five (5%) discrepancy resulting in overpayment by Tenant, and (b) there is not a commercially reasonable justification for Xxxxxxxx's determinations. The Auditor's decision shall be final and binding on the parties. In the event Tenant fails to object in writing to Landlord's determination of such inspectionactual Direct Expenses within sixty (60) days following delivery of Landlord's statement, Xxxxxxxx's determination of actual Direct Expenses for the applicable calendar year shall be conclusive and binding on Tenant and any future claims to the contrary shall be barred.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section SECTION G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (iI) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 180 days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall -------------------------------- pay Tenant’s 's Share (specified in Section G of the Summary) of all Common Operating Expenses; . provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses Expense incurred or paid by Landlord but not theretofore billed to Tenant within 20 30 days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (iI) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s 's fiscal year, . Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, Rent (or payment by landlord if the lease has terminated or expired) as the case may require, within 10 30 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, expense exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 90 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore bxxx therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 60 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx bxxx pending completion of such inspection.. 8.2

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay to Landlord Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Allocated Share of all Common Operating Expenses Real Property Taxes which become due after the Rent Start Date and during the Lease Term which are fairly allocable to the BuildingPremises, including which include (i) all Common Operating Expenses paid Real Property Taxes assessed with respect to the maintenancevalue, repair, replacement and use or occupancy of the BuildingPremises and the land beneath it, and (ii) a proportionate share (based on the Building Premises Gross Leasable Area as a percentage of the Project Property Gross Leasable Area) of all Common Operating Expenses which relate Real Property Taxes assessed with respect to the Project Common Area or with respect to the Property in general which are not fairly allocable to any one building that is part of on the ProjectProperty. Tenant shall pay such its share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant Real Property Taxes (i) within 20 thirty (30) days after being billed for the same by Landlord, or (ii) no later than ten (10) days before such Real Property Tax becomes delinquent, whichever last occurs. If requested by Tenant in writing within one year from receipt of a written xxxx therefore from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay for Tenant’s 's Allocated Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s fiscal yearReal Property Taxes, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment such evidence as is reasonably available to Landlord or credit by Landlord against with respect to the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share any Real Property Tax which is part of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statementxxxx. Tenant may not withhold payment of such xxxx pending completion receipt and/or review of such inspectionevidence. Upon Landlord's election or if any Lender requires Landlord to impound Real Property Taxes on a periodic basis during the Lease Term, then Tenant, on notice from Landlord indicating this requirement, shall pay a sum of money toward its liability under this Article to Landlord on the same periodic basis in accordance with the Lender's requirements (if any). Landlord shall impound the Real Property Tax payments received from Tenant in accordance with the requirements of the Lender (if any). If any assessments are levied against the Property, Landlord may elect either to pay the assessment in full or to allow the assessment to go to bond. If Landlord pays the assessment in full, Tenant shall pay to Landlord each time payment of Real Property Taxes is made a sum equal to that which would have been payable (as both principal and interest) had Landlord allowed the assessment to go to bond. Notwithstanding anything to the contrary contained in paragraphs 8.1 and 8.2, if there is an increase in Real Property Taxes resulting from a "change in ownership" (as that term is defined in California Revenue and Taxation Code Section 60, ET. SEQ.) which occurs prior to the fourth (4th) anniversary of the Commencement Date, then Tenant shall not be obligated to pay any such increase that results from such "change of ownership".

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if Expenses from and after the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use beginning of the Building, and twenty-fifth (ii25th) a proportionate share (based on the Building Gross Leasable Area as a percentage month of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the ProjectLease Term. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 ten (10) days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 one hundred eighty (180) days after the end of each Landlord’s fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year (the “Annual Reconciliation Statement”) and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 ten (10) days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. Tenant The failure of Landlord to delivery such annual reconciliation statement within said one hundred eighty (180) day period under clause (iii) above shall have the right at not constitute a waiver or otherwise release a party from its expense, exercisable upon reasonable prior written notice obligation to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in make a payment or credit when such statement. Tenant may not withhold payment of such xxxx pending completion of such inspectionreconciliation is actually done.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay -------------------------------- Tenant’s 's Share (specified in Section G of the Summary) of all Common Operating --------- Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s Share of all Operating Expenses for the Project (specified as defined in Section G of the Summary) of all Common 8.2 hereof, also referred to as “Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project”). Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant Xxxxxxx within 20 thirty (30) days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the followingfollowing procedure: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Monthly Base Monthly Rent; and (iii) within 90 days as soon after the end of each Landlord’s fiscal yearyear as is reasonably practicable, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Monthly Base Monthly Rent, as the case may require, within 10 thirty (30) days after delivery by Landlord to Tenant of said statement, statement so that Landlord shall receive the entire amount of Tenant’s Share of all Common Operating Expenses for such Landlord’s fiscal year and no more. If at any time during a calendar year the Project is not at least 95% occupied or Landlord is not supplying services to at least 95% of the total rentable square footage of the Project, Operating Expenses for the Project that vary based on occupancy shall, at Landlord’s option, be determined as if the Project had been 95% occupied and Landlord had been supplying services to 95% of the rentable square footage of the Project. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 thirty (30) days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection. Such inspection shall be conducted by an independent certified public accountant (“CPA”) and such CPA shall not be hired or retained on a contingency fee or other incentive basis.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section G of the Summary) of all Common Direct Operating ExpensesExpenses (as defined) as may be paid or incurred by Landlord during the term of this Lease; provided, however, that if the Project Property contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Direct Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the BuildingBuilding as reasonably determined by Landlord, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Property Gross Leasable Area) , of all Common Direct Operating Expenses which relate to the Project Property in general and are not fairly allocable to any one building that is part of on the ProjectProperty. Tenant shall pay such share to Landlord on the first day of each calendar month during the period immediately following the Commencement Date until the first December 1 thereafter a fraction of the actual Common amount which Landlord estimates will be Tenant's Share of all Direct Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 days after receipt for such period, the numerator of a written xxxx therefore from Landlordwhich is the number of calendar months during said period, and the denominator of which is twelve (12). Thereafter during the lease term, on such periodic basis as Landlord shall designatethe first day of each calendar month during each twelve (12) month period commencing January 1, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s fiscal year in question; (ii) during such Landlord’s fiscal year Tenant shall pay such share to Landlord until the first December 1 thereafter an amount estimated by Landlord to be one-twelfth of Tenant's Share of the estimated Common Direct Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and for such twelve (iii12) within 90 month period. Within ninety (90) days after following the end of each Landlord’s fiscal calendar year, Landlord shall furnish to Tenant a statement covering the calendar year and the payments made by Tenant with respect to such period as set forth in reasonable detail this paragraph. If Tenant's payments for Tenant's Share of said Direct Operating Expenses did not equal Tenant's Share of the actual Common amount of said Direct Operating Expenses, Tenant shall pay to Landlord the deficiency within ten (10) days after receipt of such statement. If said payments exceed the actual Direct Operating Expense, Landlord shall refund the amount of the overpayments to Tenant in cash within ten (10) days after Landlord sends such statement. Direct Operating Expenses paid or incurred by Landlord during the just ended Landlord’s fiscal year and thereupon there shall be an adjustment between Landlord prorated as of the Commencement Date and the Expiration Date to reflect the portion of the calendar year occurring within the Lease term. Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Direct Operating Expenses for such Landlord’s fiscal year and no morethe Initial Premises are initially estimated to be $26,168.80 per month. Upon the Commencement Date for the Expansion Premises, Tenant's obligation for Direct Operating Expenses shall increase to a total monthly expense estimate of $77,000 per month. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to review Landlord, 's calculations related to inspect at Landlord’s office during normal business hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be the operating expense reconciliation once per year within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspectionthree weeks after any reconciliation is complete.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore bill xxxrefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (iI) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statement, so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending bill xxxding completion of such inspection. Since the Project consists of multiple buildings, certain Common Operating Expenses may pertain to a particular building and other Common Operating Expenses to the Project as a whole (such as Common Operating Expenses for the Common Areas of the Project). Common Operating Expenses applicable to any particular building within the Project shall be allocated to the building in question whose tenants shall be responsible for payment of their respective proportionate shares in the pertinent building and other Common Operating Expenses applicable to the Project (such as the Common Areas of the Project) shall be charged to each building in the Project (including the Building) with the tenants in each such building being responsible for paying their respective proportionate shares in such building of such costs to the extent required under the applicable leases. Landlord shall in good faith attempt to allocate such Common Operating Expenses to the buildings (including the Building) and such allocation shall be binding on Tenant.

Tenant’s Obligation to Reimburse. As Additional Rent, Tenant shall pay Tenant’s 's Share (specified in Section SECTION G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Share of all Common Operating Expenses fairly allocable to the Building, Buildings including (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use of the Building, and (ii) a proportionate share (based on the Building Gross Leasable Area as a percentage of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to any one building that is part of the Project. Tenant shall pay such share of the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant within 20 10 days after receipt of a written xxxx therefore therefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s 's Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of the Common Operating expenses it anticipates will be paid or incurred for the Landlord’s 's fiscal year in question; (ii) during such Landlord’s 's fiscal year Tenant shall pay such share of the estimated Common Operating Expenses in advance in monthly installments as required by Landlord due with the installments of Base Monthly Rent; and (iii) within 90 days after the end of each Landlord’s 's fiscal year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common Operating Expenses paid or incurred by Landlord during the just ended Landlord’s 's fiscal year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 days after delivery by Landlord to Tenant of said statementstatement (or if the Lease has terminated by a cash payment delivered concurrently with the reconciliation), so that Landlord shall receive the entire amount of Tenant’s 's Share of all Common Operating Expenses for such Landlord’s 's fiscal year and no more. Tenant shall have the right at its expense, exercisable upon reasonable prior written notice to Landlord, to inspect at Landlord’s 's office during normal business hours Landlord’s 's books and records as they relate to Common Operating Expenses. Such inspection must be within 30 90 days of Tenant’s 's receipt of Landlord’s 's annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection, but, if an error of more than 10% of the annual amount of Common Operating Expenses is made, Landlord shall pay the reasonable costs of the audit and make reimbursement of the overpayment within 30 days of Tenant's demand.

Tenant’s Obligation to Reimburse. As Additional Rentadditional rent, Tenant shall pay Tenant’s Share (specified in Section G of the Summary) of all Common Operating Expenses; provided, however, if the Project contains more than one building, then Tenant shall pay Tenant’s 's Allocated Share of all Common increases in "Operating Expenses fairly allocable to Expenses" (as defined below) over those paid during the Building, including Operating Expense Base Year (i) all Common Operating Expenses paid with respect to the maintenance, repair, replacement and use as defined in paragraph 1.11). Payment shall be made -14- 22 by whichever of the Buildingfollowing methods is from time to time designated by Landlord, and (ii) a proportionate share (based on Landlord may change the Building Gross Leasable Area as a percentage method of the Project Gross Leasable Area) of all Common Operating Expenses which relate to the Project in general are not fairly allocable to payment at any one building that is part of the Projecttime. Tenant shall pay such share of increases in the actual Common Operating Expenses incurred or paid by Landlord but not theretofore billed to Tenant Tenant, within 20 ten (10) days after receipt of a written xxxx therefore bilx xxerefor from Landlord, on such periodic basis as Landlord shall designate, but in no event more frequently than once a month. Alternatively, Landlord may from time to time require that Tenant pay Tenant’s Share of Common Operating Expenses in advance in estimated monthly installments, in accordance with the following: (i) Landlord shall deliver to Tenant Landlord’s 's reasonable estimate of increases in the Common Operating expenses Expenses it anticipates will be paid or incurred for the Landlord’s fiscal calendar year in question; , (ii) during such Landlord’s fiscal year calendar year, Tenant shall pay such share of the estimated Common increases in Operating Expenses in advance in equal monthly installments as required by Landlord due with the installments of Base Monthly Rent; , and (iii) within 90 ninety (90) days after the end of each Landlord’s fiscal such calendar year, Landlord shall furnish to Tenant a statement in reasonable detail of the actual Common increases in Operating Expenses paid or incurred by Landlord in accordance with this Article during the just ended Landlord’s fiscal ending calendar year and thereupon there shall be an adjustment between Landlord and Tenant, with payment to Landlord or credit by Landlord against the next installment of Base Monthly Rent, as the case may require, within 10 ten (10) days after delivery by Landlord to Tenant of said statement, so to the end that Landlord shall receive the entire amount of Tenant’s Share 's share of all Common increases in Operating Expenses for such Landlord’s fiscal calendar year and no more. If this Lease terminates or expires on any date other than the last day of a calendar year, the amount of increase in Operating Expenses payable by Tenant shall be prorated on the basis which the number of days from the commencement of said calendar year to and including the date on which this Lease terminates or expires bears to 365. Such amount shall be due and payable when rendered notwithstanding the termination or expiration of this Lease. Tenant shall have the right at its expenseright, exercisable upon reasonable prior written notice to Landlord, to inspect Landlord's books and records at Landlord’s 's office during normal business office hours Landlord’s books and records as they relate to Common Operating Expenses. Such inspection must be within 30 days of Tenant’s receipt of Landlord’s annual statement for the same, and shall be limited to verification of the charges contained in such statement. Tenant may not withhold payment of such xxxx pending completion of such inspection.relate