WITH THE
PASSAGE OF TIME OR THE GIVING OF NOTICE, OR BOTH, WOULD CONSTITUTE AN EVENT OF
DEFAULT), LANDLORD WILL WAIVE PAYMENT OF BASE RENT (BUT NOT ADDITIONAL RENT,
UTILITY CHARGES OR ANY OTHER AMOUNTS DUE OR PAYABLE HEREUNDER) ON 4,815 RENTABLE
SQUARE FEET OF PREMISES AREA FOR THE PERIOD COMMENCING ON THE COMMENCEMENT DATE
AND EXPIRING ON THE 365TH DAY FOLLOWING THE COMMENCEMENT DATE (E.G. TENANT SHALL
ONLY BE RESPONSIBLE DURING SUCH PERIOD FOR BASE RENT ON 15,000 RENTABLE SQUARE
FEET OF PREMISES AREA (19,815 R.S.F. - 4,815 R.S.F. = 15,000 R.S.F. X
$27.00/R.S.F./ANNUM = $405,000/YEAR OR $33,750/MONTH)). IF THE COMMENCEMENT DATE
IS NOT THE FIRST DAY OF A CALENDAR MONTH, THE PARTIAL MONTH WILL BE ADDED TO THE
FIRST FULL TWELVE MONTHS OF THE TERM, AND BASE RENT SHALL COMMENCE ON THE
COMMENCEMENT DATE AND SHALL BE PAYABLE FOR THE REMAINDER OF THE PARTIAL MONTH AT
THE RATE SET FORTH IN SECTION 1.14 FOR SUCH PERIOD.
BASE RENT FOR ANY PERIOD
DURING THE TERM HEREOF WHICH IS FOR LESS THAN ONE MONTH SHALL BE PRORATED BASED
UPON THE ACTUAL NUMBER OF DAYS OF THE CALENDAR MONTH INVOLVED.
BASE RENT AND
ALL OTHER AMOUNTS PAYABLE TO LANDLORD HEREUNDER SHALL BE PAYABLE TO LANDLORD IN
LAWFUL MONEY OF THE UNITED STATES, AND TENANT SHALL BE RESPONSIBLE FOR
DELIVERING SAID AMOUNTS TO LANDLORD AT THE
8
ADDRESS STATED HEREIN OR TO SUCH OTHER PERSON OR TO SUCH OTHER PLACE IN THE
CONTINENTAL UNITED STATES AS LANDLORD MAY DESIGNATE IN WRITING. LANDLORD AND
TENANT AGREE THAT ALL AMOUNTS DUE FROM TENANT UNDER OR IN RESPECT OF THIS LEASE,
WHETHER LABELED BASE RENT, ADDITIONAL RENT, ADDITIONAL CHARGES OR OTHERWISE,
SHALL BE CONSIDERED AS RENTAL RESERVED UNDER THIS LEASE FOR ALL PURPOSES,
INCLUDING WITHOUT LIMITATION REGULATIONS PROMULGATED PURSUANT TO THE BANKRUPTCY
CODE, AND INCLUDING FURTHER WITHOUT LIMITATION SECTION 502(B) THEREOF.
4.2
OPERATING EXPENSE INCREASES.
TENANT SHALL PAY TO LANDLORD DURING
THE TERM HEREOF, IN ADDITION TO THE BASE RENT, TENANT'S SHARE OF THE AMOUNT BY
WHICH ALL OPERATING EXPENSES FOR EACH COMPARISON YEAR EXCEED THE AMOUNT OF ALL
OPERATING EXPENSES FOR THE OPERATING EXPENSE BASE YEAR.
IF LESS THAN 95% OF THE
RENTABLE SQUARE FEET IN THE BUILDING IS OCCUPIED BY TENANTS OR LANDLORD IS NOT
SUPPLYING SERVICES TO TENANTS OCCUPYING 95% OF THE RENTABLE SQUARE FEET OF THE
BUILDING AT ANY TIME DURING ANY CALENDAR YEAR (INCLUDING THE OPERATING EXPENSE
BASE YEAR), OPERATING EXPENSES FOR SUCH CALENDAR YEAR SHALL BE REASONABLY
EXTRAPOLATED BY LANDLORD TO THE AMOUNT OF OPERATING EXPENSES THAT WOULD NORMALLY
BE EXPECTED TO BE INCURRED HAD 95% OF THE BUILDING'S RENTABLE SQUARE FEET BEEN
OCCUPIED AND HAD LANDLORD BEEN SUPPLYING SERVICES TO TENANTS OCCUPYING 95% OF
THE BUILDING'S RENTABLE SQUARE FEET THROUGHOUT SUCH CALENDAR YEAR (HEREINAFTER
THE "GROSSED UP OPERATING EXPENSES"), AND SUCH AMOUNT SHALL BE THE OPERATING
EXPENSES FOR SUCH CALENDAR YEAR. LANDLORD'S GOOD FAITH ESTIMATE OF GROSSED UP
OPERATING EXPENSES SHALL NOT BE SUBJECT TO CHALLENGE OR RECALCULATION BY TENANT,
EXCEPT AS OTHERWISE SET FORTH IN SECTION