MASTER LEASE) TO THE EXTENT SUCH BUILDING EXPENSES AND
PROJECT EXPENSES ACTUALLY ACCRUED AND WERE SO PAID BY SUBLESSOR DURING THE TERM
OF THIS SUBLEASE.
IN ADDITION, WITHIN THIRTY (30) DAYS OF THE DATE SUBLESSOR
HAS PROVIDED TO SUBLESSEE WRITTEN NOTICE OF SUCH AMOUNTS SO DUE (AND PRIOR TO
DELINQUENCY AS TO BILLS SUBLESSEE RECEIVES DIRECTLY FROM THE TAXING AUTHORITY OR
UTILITY COMPANY), SUBLESSEE WILL BE RESPONSIBLE FOR THE PAYMENT OF "TENANT'S
TAXES" (AS DESCRIBED IN SECTION 28.1 OF THE MASTER LEASE) ATTRIBUTABLE TO THE
TERM AND SUBLESSEE'S SHARE OF CHARGES FOR THE CONSUMPTION OF ELECTRICITY AND
OTHER UTILITIES SUPPLIED TO THE BUILDING, TO THE EXTENT NOT INCLUDED WITHIN
BUILDING EXPENSES UNDER THE MASTER LEASE.
UPON WRITTEN REQUEST BY SUBLESSEE,
AND PROVIDED SUBLESSEE REIMBURSES SUBLESSOR FOR ANY COSTS REQUIRED TO BE PAID TO
MASTER LESSOR UNDER SECTION 5.5 OF THE MASTER LEASE, SUBLESSOR SHALL REQUEST
COPIES OF MASTER LESSOR'S RECORDS RELATING TO BUILDING EXPENSES AND PROJECT
EXPENSES AND SHALL PERMIT SUBLESSEE TO AUDIT THE RECORDS OF SUBLESSOR AND,
SUBJECT TO MASTER LESSOR'S CONSENT (WHICH CONSENT MUST BE INCLUDED IN MASTER
LESSOR'S CONSENT TO THIS SUBLEASE, UNLESS WAIVED BY SUBLESSEE UNDER SECTION 18
BELOW), OF MASTER LESSOR TO THE EXTENT PERMITTED UNDER SECTION 5.5 OF THE MASTER
LEASE WITH RESPECT TO THE SAME.
UPON WRITTEN REQUEST OF SUBLESSEE, SUBLESSOR
SHALL PROVIDE TO SUBLESSEE COPIES OF ALL STATEMENTS AND OTHER MATERIALS RECEIVED
FROM MASTER LESSOR WITH RESPECT TO THE PAYMENT OF ANY BUILDING EXPENSES OR
PROJECT EXPENSES OR OTHER SIMILAR SUMS DUE UNDER THE MASTER LEASE.
NOTWITHSTANDING ANYTHING HEREIN TO THE
2
CONTRARY, IN NO EVENT SHALL SUBLESSEE BE REQUIRED TO PAY AS PART OF BUILDING
EXPENSES OR PROJECT EXPENSES FOR ANY COSTS FOR CAPITAL IMPROVEMENTS OR REPAIRS
EXCEPT TO THE EXTENT EXPRESSLY REQUIRED UNDER THE MASTER LEASE AND THEN ONLY TO
THE EXTENT OF THE AMORTIZATION OF THE COST OF SUCH CAPITAL IMPROVEMENT OVER ITS
USEFUL LIFE.
BASE RENT AND ADDITIONAL RENT HEREINAFTER COLLECTIVELY SHALL BE
REFERRED TO AS "RENT".
C.
PAYMENT OF FIRST MONTH'S RENT.
ON OR PRIOR TO THE COMMENCEMENT
DATE, SUBLESSEE SHALL PAY TO SUBLESSOR THE SUM OF FIFTY-SEVEN THOUSAND FOUR
HUNDRED SEVENTY-SIX AND 25/100 DOLLARS ($57,476.25), WHICH SHALL CONSTITUTE BASE
RENT FOR THE FIRST MONTH OF THE TERM.
NO SECURITY DEPOSIT SHALL BE REQUIRED
FROM SUBLESSEE UNDER THIS SUBLEASE.
5.
HOLDOVER:
THE PARTIES HEREBY ACKNOWLEDGE THAT THE EXPIRATION DATE OF THE
MASTER LEASE IS DECEMBER 31, 2006, AND THAT IT IS THEREFORE CRITICAL THAT
SUBLESSEE SURRENDER THE PREMISES TO SUBLESSOR NO LATER THAN THE EXPIRATION DATE
IN ACCORDANCE WITH THE TERMS OF THIS SUBLEASE.
IN THE EVENT THAT SUBLESSEE DOES
NOT SURRENDER THE PREMISES BY THE EXPIRATION DATE IN ACCORDANCE WITH SECTION 14
HEREOF, SUBLESSEE SHALL INDEMNIFY, DEFEND, PROTECT AND HOLD HARMLESS SUBLESSOR
FROM AND AGAINST ALL LOSSES, COSTS, CLAIMS, LIABILITIES AND DAMAGES RESULTING
FROM SUBLESSEE'S DELAY IN SURRENDERING THE PREMISES AND PAY SUBLESSOR HOLDOVER
RENT AS PROVIDED IN SECTION 30.10 OF THE MASTER LEASE.
NOTWITHSTANDING THE
FOREGOING, IF, PRIOR TO THE EXPIRATION DATE, SUBLESSEE ENTERS