DECREASE IN DIRECT EXPENSES FOR ANY EXPENSE
YEAR BELOW DIRECT EXPENSES FOR THE BASE YEAR ENTITLE TENANT TO ANY DECREASE IN
BASE RENT OR ANY CREDIT AGAINST SUMS DUE UNDER THIS LEASE.
SUCH PAYMENTS BY
TENANT, TOGETHER WITH ANY AND ALL OTHER AMOUNTS PAYABLE BY TENANT TO LANDLORD
PURSUANT TO THE TCCS OF THIS LEASE, ARE HEREINAFTER COLLECTIVELY REFERRED TO AS
THE "ADDITIONAL RENT," AND THE BASE RENT AND THE ADDITIONAL RENT ARE HEREIN
COLLECTIVELY REFERRED TO AS "RENT."
ALL AMOUNTS DUE UNDER THIS ARTICLE 4 AS
ADDITIONAL RENT SHALL BE PAYABLE FOR THE SAME PERIODS AND IN THE SAME MANNER AS
THE BASE RENT; PROVIDED, HOWEVER, THE PARTIES HEREBY ACKNOWLEDGE THAT THE FIRST
MONTHLY INSTALLMENT OF TENANT'S SHARE OF ANY "ESTIMATED EXCESS," AS THAT TERM IS
SET FORTH IN, AND PURSUANT TO THE TERMS AND CONDITIONS OF, SECTION 4.4.2 OF THIS
LEASE, SHALL FIRST BE DUE AND PAYABLE FOR THE CALENDAR MONTH OCCURRING
IMMEDIATELY FOLLOWING THE EXPIRATION OF THE BASE YEAR.
WITHOUT LIMITATION ON
OTHER OBLIGATIONS OF TENANT WHICH SURVIVE THE EXPIRATION OF THE LEASE TERM, THE
OBLIGATIONS OF TENANT TO PAY THE ADDITIONAL RENT PROVIDED FOR IN THIS ARTICLE 4
SHALL SURVIVE THE EXPIRATION OF THE LEASE TERM.
4.2
DEFINITIONS OF KEY TERMS RELATING TO ADDITIONAL RENT.
AS USED IN
THIS ARTICLE 4, THE FOLLOWING TERMS SHALL HAVE THE MEANINGS HEREINAFTER SET
FORTH:
13
*** CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND FILED
SEPARATELY WITH THE COMMISSION.
4.2.1
"BASE YEAR" SHALL MEAN THE PERIOD SET FORTH IN SECTION 5 OF THE
SUMMARY.
4.2.2
"DIRECT EXPENSES" SHALL MEAN "OPERATING EXPENSES," "TAX EXPENSES"
AND "UTILITIES COSTS."
4.2.3
"EXPENSE YEAR" SHALL MEAN EACH CALENDAR YEAR IN WHICH ANY PORTION
OF THE LEASE TERM FALLS, THROUGH AND INCLUDING THE CALENDAR YEAR IN WHICH THE
LEASE TERM EXPIRES, PROVIDED THAT LANDLORD, UPON NOTICE TO TENANT, MAY CHANGE
THE EXPENSE YEAR FROM TIME TO TIME TO ANY OTHER TWELVE (12) CONSECUTIVE MONTH
PERIOD, AND, IN THE EVENT OF ANY SUCH CHANGE, TENANT'S SHARE OF DIRECT EXPENSES
SHALL BE EQUITABLY ADJUSTED FOR ANY EXPENSE YEAR INVOLVED IN ANY SUCH CHANGE.
4.2.4
"OPERATING EXPENSES" SHALL BE CALCULATED IN ACCORDANCE WITH SOUND
REAL ESTATE ACCOUNTING PRACTICES, CONSISTENTLY APPLIED FROM YEAR TO YEAR, AND
SHALL MEAN ALL EXPENSES, COSTS AND AMOUNTS OF EVERY KIND AND NATURE WHICH, IN
ACCORDANCE WITH SOUND REAL ESTATE MANAGEMENT PRACTICES, CONSISTENTLY APPLIED
FROM YEAR TO YEAR, LANDLORD PAYS OR ACCRUES DURING ANY EXPENSE YEAR BECAUSE OF
OR IN CONNECTION WITH THE OWNERSHIP, MANAGEMENT, MAINTENANCE, SECURITY, REPAIR,
REPLACEMENT, RESTORATION OR OPERATION OF THE PROJECT, OR ANY PORTION THEREOF.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, OPERATING EXPENSES SHALL
SPECIFICALLY INCLUDE ANY AND ALL OF THE FOLLOWING:
(I) THE COST OF OPERATING,
REPAIRING, MAINTAINING, AND RENOVATING THE UTILITY, TELEPHONE, MECHANICAL,
SANITARY, STORM DRAINAGE, AND ELEVATOR SYSTEMS, AND THE COST OF MAINTENANCE AND
SERVICE CONTRACTS IN CONNECTION THEREWITH; (II) THE COST OF LICENSES,
CERTIFICATES, PERMITS AND INSPECTIONS AND THE COST OF CONTESTING ANY
GOVERNMENTAL ENACTMENTS WHICH MAY AFFECT OPERATING EXPENSES, AND THE COSTS