provisions of Section 3.03 hereof, and Tenant shall pay the amount of said
adjustment within thirty (30) days after demand setting forth the amount of said
adjustment.
3.03
TENANT SHALL PAY TO THE APPROPRIATE TAXING
AUTHORITY OCCUPANCY TAX ON ALL RENTAL SUBJECT THERETO (INCLUDING OCCUPANCY TAX
ON PREPAID RENT PAID PURSUANT TO SECTION 1.01 HEREOF). TENANT SHALL PAY TO
LANDLORD UPON DEMAND, AS ADDITIONAL RENT, ANY OCCUPANCY TAX OR RENT TAX NOW IN
EFFECT OR HEREAFTER ENACTED, IF PAYABLE BY LANDLORD IN THE FIRST INSTANCE OR
HEREAFTER REQUIRED TO BE PAID BY LANDLORD.
3.04
IN THE EVENT THAT THE COMMENCEMENT DATE SHALL BE
OTHER THAN THE FIRST DAY OF A TAX YEAR OR THE DATE OF THE EXPIRATION OR OTHER
TERMINATION OF THIS LEASE SHALL BE A DAY OTHER THAN THE LAST DAY OF A TAX YEAR,
THEN IN SUCH EVENT IN APPLYING THE PROVISIONS OF THIS ARTICLE 3 WITH RESPECT TO
ANY TAX YEAR IN WHICH SUCH EVENT SHALL HAVE OCCURRED, APPROPRIATE ADJUSTMENTS
SHALL BE MADE TO REFLECT THE OCCURRENCE OF SUCH EVENT ON A BASIS CONSISTENT WITH
THE PRINCIPLES UNDERLYING THE PROVISIONS OF THIS ARTICLE 3 TAKING INTO
CONSIDERATION THE PORTION OF SUCH TAX YEAR WHICH SHALL HAVE ELAPSED AFTER THE
TERM HEREOF COMMENCES IN THE CASE OF THE COMMENCEMENT DATE, AND PRIOR TO THE
DATE OF SUCH EXPIRATION OR TERMINATION IN THE CASE OF THE EXPIRATION DATE OR
OTHER TERMINATION.
3.05
PAYMENTS SHALL BE MADE PURSUANT TO THIS ARTICLE 3
NOTWITHSTANDING THE FACT THAT AN ESCALATION STATEMENT IS FURNISHED TO TENANT
AFTER THE EXPIRATION OF THE TERM OF THIS LEASE.
3.06
IN NO EVENT SHALL THE FIXED ANNUAL RENT EVER BE
REDUCED BY OPERATION OF THIS ARTICLE 3 AND THE RIGHTS AND OBLIGATIONS OF
LANDLORD AND TENANT UNDER THE PROVISIONS OF THIS ARTICLE 3 WITH RESPECT TO ANY
ADDITIONAL RENT SHALL SURVIVE THE TERMINATION OF THIS LEASE.
3.07
LANDLORD'S FAILURE TO RENDER AN ESCALATION
STATEMENT WITH RESPECT TO ANY TAX YEAR SHALL NOT PREJUDICE LANDLORD'S RIGHT TO
THEREAFTER RENDER AN ESCALATION STATEMENT WITH RESPECT THERETO OR WITH RESPECT
TO ANY SUBSEQUENT TAX YEAR.
3.08
EACH ESCALATION STATEMENT SHALL BE CONCLUSIVE AND
BINDING UPON TENANT UNLESS WITHIN FORTY FIVE (45) DAYS AFTER RECEIPT OF SUCH
ESCALATION STATEMENT TENANT SHALL NOTIFY LANDLORD THAT IT DISPUTES THE
CORRECTNESS OF SUCH ESCALATION STATEMENT, SPECIFYING THE PARTICULAR RESPECTS IN
WHICH SUCH ESCALATION STATEMENT IS CLAIMED TO BE INCORRECT. ANY DISPUTE RELATING
TO ANY ESCALATION STATEMENT, NOT RESOLVED WITHIN NINETY (90) DAYS AFTER THE
GIVING OF SUCH ESCALATION STATEMENT, MAY BE SUBMITTED TO ARBITRATION BY EITHER
PARTY PURSUANT TO ARTICLE 38 HEREOF. PENDING THE DETERMINATION OF SUCH DISPUTE,
TENANT SHALL PAY ADDITIONAL RENT IN ACCORDANCE WITH THE ESCALATION STATEMENT
THAT TENANT IS DISPUTING, WITHOUT PREJUDICE TO TENANT'S POSITION.
3.09
IF LANDLORD SHALL PAY OR INCUR ANY REASONABLE
COSTS OR EXPENSES (INCLUDING WITHOUT LIMITATION THE FEES AND DISBURSEMENTS OF
ATTORNEYS, THIRD PARTY CONSULTANTS, EXPERTS AND OTHERS) IN CONTESTING ANY TAXES
FOR ANY TAX YEAR (OTHER THAN ANY SUCH YEAR FOR WHICH SUCH TAXES