SHALL BE ADJUSTED BASED ON THE
ACTUAL RENTABLE SQUARE FOOTAGE OF THE SOUTHERN BUILDING, THE PROJECT AND DEMISED
PREMISES LOCATED THEREIN AS CONFIRMED BY LANDLORD'S ARCHITECT PROMPTLY AFTER
SUBSTANTIAL COMPLETION PURSUANT TO SECTION 3.1 ABOVE.
6.8
INSPECTION OF OPERATING EXPENSES.
WITHIN
ONE (1) YEAR AFTER RECEIPT OF ANY ACTUAL STATEMENT BY TENANT ("REVIEW PERIOD"),
TENANT MAY, AFTER REASONABLE NOTICE TO LANDLORD AND DURING NORMAL BUSINESS
HOURS, INSPECT AT LANDLORD'S OFFICES LANDLORD'S BOOKS AND RECORDS THAT RELATE TO
OPERATING EXPENSES FOR THE PERIOD REPRESENTED BY ANY SUCH ACTUAL STATEMENT AND
LANDLORD'S BOOKS AND RECORDS THAT RELATE TO OPERATING EXPENSES FOR THE BASE
YEAR, PROVIDED, THAT TENANT SHALL MAINTAIN ALL INFORMATION CONTAINED IN
LANDLORD'S BOOKS AND RECORDS IN STRICT CONFIDENCE.
IF AFTER SUCH INSPECTION,
TENANT DISPUTES SUCH ADDITIONAL RENT AS SET FORTH IN SUCH ACTUAL STATEMENT, A
CERTIFICATION AS TO THE PROPER AMOUNT SHALL BE MADE, AT TENANT'S EXPENSE (EXCEPT
AS PROVIDED BELOW), BY AN INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT SELECTED BY
TENANT AND REASONABLY APPROVED BY LANDLORD.
LANDLORD SHALL COOPERATE WITH
TENANT TO PROVIDE TENANT WITH THE INFORMATION UPON WHICH THE CERTIFICATION IS
BASED; PROVIDED THAT IF SUCH CERTIFICATION PROVES THAT THE OPERATING EXPENSES
SET FORTH IN ANY SUCH ACTUAL STATEMENT WERE OVERSTATED BY MORE THAN FIVE PERCENT
(5%), THEN THE REASONABLE COST OF SUCH CERTIFICATION SHALL BE PAID FOR BY
LANDLORD.
PROMPTLY FOLLOWING THE PARTIES' RECEIPT OF SUCH CERTIFICATION, THE
PARTIES SHALL MAKE SUCH APPROPRIATE PAYMENTS OR REIMBURSEMENTS, AS THE CASE MAY
BE, TO EACH OTHER, AS ARE DETERMINED TO BE OWING PURSUANT TO SUCH
CERTIFICATION.
IN THE EVENT TENANT HAS NOT CHALLENGED ANY ACTUAL STATEMENT
WITHIN SAID ONE (1) YEAR PERIOD, TENANT SHALL HAVE NO FURTHER RIGHT TO INSPECT
OR CHALLENGE THE ACCURACY OF SUCH ACTUAL STATEMENT.
LANDLORD SHALL BE REQUIRED
TO MAINTAIN RECORDS OF ALL SUCH OPERATING EXPENSES FOR A MINIMUM OF TWO (2)
YEARS FOLLOWING LANDLORD'S DELIVERY TO TENANT OF EACH ACTUAL STATEMENT AND SHALL
BE REQUIRED TO MAINTAIN RECORDS OF ALL SUCH OPERATING EXPENSES FOR THE BASE YEAR
FOR A MINIMUM OF TWO (2) YEARS FOLLOWING THE EXPIRATION OR EARLIER TERMINATION
OF THE LEASE TERM.
ARTICLE VII
INSURANCE
7.1
TENANT'S INSURANCE.
TENANT SHALL, AT
TENANT'S SOLE COST AND EXPENSE, MAINTAIN THE FOLLOWING COVERAGES IN THE
FOLLOWING AMOUNTS:
7.1.1
COMMERCIAL GENERAL LIABILITY INSURANCE COVERING THE
INSURED AGAINST CLAIMS OF BODILY INJURY, PERSONAL INJURY AND PROPERTY DAMAGE
ARISING OUT OF TENANT'S OPERATIONS, ASSUMED LIABILITIES OR USE OF THE DEMISED
PREMISES, INCLUDING A BROAD FORM ENDORSEMENT (IF APPLICABLE) COVERING THE
INSURING PROVISIONS OF THIS LEASE AND THE PERFORMANCE BY TENANT OF THE INDEMNITY
AGREEMENTS SET FORTH IN SECTION 7.6 OF THIS LEASE, FOR LIMITS OF LIABILITY NOT
LESS THAN TWO MILLION DOLLARS ($2,000,000) PER OCCURRENCE AND FIVE MILLION
DOLLARS ($5,000,000) IN THE AGGREGATE, NAMING LANDLORD AS AN ADDITIONAL
INSURED.
NOTWITHSTANDING THE FOREGOING, SUCH
20
REQUIRED COVERAGE MAY BE MAINTAINED BY TENANT PURSUANT TO AN "UMBRELLA" POLICY
COVERING THE DEMISED PREMISES.
7.1.2
PHYSICAL DAMAGE INSURANCE COVERING (I) ALL OFFICE
FURNITURE, TRADE FIXTURES, OFFICE EQUIPMENT, MERCHANDISE AND ALL OTHER ITEMS OF