INDIVIDUAL, SUCH
INDIVIDUAL'S SPOUSE, PARENTS, BROTHERS, SISTERS, CHILDREN (NATURAL OR ADOPTED),
STEPCHILDREN, GRANDCHILDREN, GRANDPARENTS, PARENTS-IN-LAW, BROTHERS-IN-LAW,
SISTERS-IN-LAW, NEPHEWS AND NIECES.
1.43
"IMPOSITIONS"
SHALL MEAN, COLLECTIVELY, ALL TAXES (INCLUDING,
WITHOUT LIMITATION, ALL TAXES IMPOSED UNDER THE LAWS OF ANY STATE, AS SUCH LAWS
MAY BE AMENDED FROM TIME TO TIME, AND ALL AD VALOREM, SALES AND USE, OR SIMILAR
TAXES AS THE SAME RELATE TO OR ARE IMPOSED UPON LANDLORD, TENANT OR THE BUSINESS
CONDUCTED UPON THE LEASED PROPERTY), ASSESSMENTS (INCLUDING, WITHOUT LIMITATION,
ALL ASSESSMENTS FOR PUBLIC IMPROVEMENTS OR BENEFIT, WHETHER OR NOT COMMENCED OR
COMPLETED PRIOR TO THE DATE HEREOF), GROUND RENTS (INCLUDING ANY MINIMUM RENT
UNDER ANY GROUND LEASE, AND ANY ADDITIONAL RENT OR CHARGES THEREUNDER), WATER,
SEWER OR OTHER RENTS AND CHARGES, EXCISES, TAX LEVIES, FEES (INCLUDING, WITHOUT
LIMITATION, LICENSE, PERMIT, INSPECTION, AUTHORIZATION AND SIMILAR FEES), AND
ALL OTHER GOVERNMENTAL CHARGES, IN EACH CASE WHETHER GENERAL OR SPECIAL,
ORDINARY OR EXTRAORDINARY, FORESEEN OR UNFORESEEN, OF EVERY CHARACTER IN RESPECT
OF THE LEASED PROPERTY OR THE BUSINESS CONDUCTED THEREON BY TENANT (INCLUDING
ALL INTEREST AND PENALTIES THEREON DUE TO ANY FAILURE IN PAYMENT BY TENANT),
WHICH AT ANY TIME PRIOR TO, DURING OR IN RESPECT OF THE TERM HEREOF MAY BE
ASSESSED OR IMPOSED ON OR IN RESPECT OF OR BE A LIEN UPON (A) LANDLORD'S
INTEREST IN THE LEASED PROPERTY, (B)
8
THE LEASED PROPERTY OR ANY PART THEREOF OR ANY RENT THEREFROM OR ANY ESTATE,
RIGHT, TITLE OR INTEREST THEREIN, OR (C) ANY OCCUPANCY, OPERATION, USE OR
POSSESSION OF, OR SALES FROM, OR ACTIVITY CONDUCTED ON, OR IN CONNECTION WITH
THE LEASED PROPERTY OR THE LEASING OR USE OF THE LEASED PROPERTY OR ANY PART
THEREOF BY TENANT; PROVIDED, HOWEVER, THAT NOTHING CONTAINED HEREIN SHALL BE
CONSTRUED TO REQUIRE TENANT TO PAY AND THE TERM "IMPOSITIONS" SHALL NOT INCLUDE
(I) ANY TAX BASED ON NET INCOME IMPOSED ON LANDLORD, (II) ANY NET REVENUE TAX OF
LANDLORD, (III) ANY TRANSFER FEE (BUT EXCLUDING ANY MORTGAGE OR SIMILAR TAX
PAYABLE IN CONNECTION WITH A FACILITY MORTGAGE) OR OTHER TAX IMPOSED WITH
RESPECT TO THE SALE, EXCHANGE OR OTHER DISPOSITION BY LANDLORD OF THE LEASED
PROPERTY OR THE PROCEEDS THEREOF, (IV) ANY SINGLE BUSINESS, GROSS RECEIPTS TAX,
TRANSACTION PRIVILEGE, RENT OR SIMILAR TAXES AS THE SAME RELATE TO OR ARE
IMPOSED UPON LANDLORD, (V) ANY INTEREST OR PENALTIES IMPOSED ON LANDLORD AS A
RESULT OF THE FAILURE OF LANDLORD TO FILE ANY RETURN OR REPORT TIMELY AND IN THE
FORM PRESCRIBED BY LAW OR TO PAY ANY TAX OR IMPOSITION, EXCEPT TO THE EXTENT
SUCH FAILURE IS A RESULT OF A BREACH BY TENANT OF ITS OBLIGATIONS PURSUANT TO
SECTION 3.1.3, (VI) ANY IMPOSITIONS IMPOSED ON LANDLORD THAT ARE A RESULT OF
LANDLORD NOT BEING CONSIDERED A "UNITED STATES PERSON" AS DEFINED IN SECTION
7701(A)(30) OF THE CODE, (VII) ANY IMPOSITIONS THAT ARE ENACTED OR ADOPTED BY
THEIR EXPRESS TERMS AS A SUBSTITUTE FOR ANY TAX THAT WOULD NOT HAVE BEEN PAYABLE
BY TENANT PURSUANT TO THE TERMS OF