AS ALL OTHER ADDITIONAL
RENT COMPONENTS PAYABLE BY SUBLESSEE HEREUNDER FOR ANY YEAR OF THIS SUBLEASE.
SUBLESSEE SHALL GIVE SUBLESSOR NOT LESS THAN THIRTY (30) DAYS PRIOR WRITTEN
NOTICE OF ITS INTENTION TO CONDUCT ANY SUCH AUDIT.
SUBLESSOR SHALL COOPERATE
WITH SUBLESSEE DURING THE COURSE OF SUCH AUDIT, WHICH SHALL BE CONDUCTED DURING
NORMAL BUSINESS HOURS IN SUBLESSOR'S OFFICE. SUBLESSOR AGREES TO MAKE SUCH
PERSONNEL AVAILABLE TO SUBLESSEE AS IS REASONABLY NECESSARY FOR SUBLESSEE, OR
FOR SUBLESSEE'S EMPLOYEES OR AGENTS, TO CONDUCT SUCH AUDIT. IF SUCH AUDIT
DISCLOSES THAT THE AMOUNT PAID BY SUBLESSEE AS PROJECT OPERATING EXPENSES OR
BUILDING OPERATING EXPENSES FOR THE LEASE YEAR IN QUESTION AND, OR ANY OTHER
ADDITIONAL RENTAL PAYABLE BY SUBLESSEE HEREUNDER, HAS BEEN OVERSTATED BY MORE
THAN TWO PERCENT (2%), THEN, IN ADDITION TO IMMEDIATELY REPAYING SUCH
OVERPAYMENT TO SUBLESSEE WITH INTEREST AT THE MAXIMUM LEGAL RATE, SUBLESSOR
SHALL ALSO PAY THE REASONABLE COSTS INCURRED BY SUBLESSEE IN CONNECTION WITH
SUCH AUDIT.
IF AFTER SUBLESSEE REVIEWS THE RECORDS FOR OPERATING EXPENSES,
SUBLESSOR AND SUBLESSEE FAIL TO AGREE AS TO THE AMOUNT OF OPERATING EXPENSES
THAT SHOULD HAVE BEEN CHARGED
19
WITH RESPECT TO A STATEMENT IN DISPUTE, SUBLESSEE SHALL HAVE THE RIGHT TO CAUSE
ANOTHER REVIEW OF THAT PORTION OF THE STATEMENT TO BE MADE BY A FIRM OF
INDEPENDENT CERTIFIED ACCOUNTANTS OF NATIONAL STANDING SELECTED BY SUBLESSEE
WHICH ARE NOT THEN RETAINED BY SUBLESSEE AND (B) REASONABLY APPROVED BY
SUBLESSOR ("INDEPENDENT ACCOUNTANT").
THE REVIEW OF THE INDEPENDENT ACCOUNTANT
SHALL BE DEEMED TO BE CORRECT AND SHALL BE CONCLUSIVELY BINDING ON BOTH
SUBLESSOR AND SUBLESSEE.
IN THE EVENT THE RESULTS OF THE REVIEW BY THE
INDEPENDENT ACCOUNTANT INDICATE THAT THE ACTUAL DOLLAR AMOUNT OF SUBLESSEE'S
PROJECT EXPENSE SHARE AND BUILDING EXPENSE SHARE
FOR THE PERIOD COVERED BY THE
STATEMENT IN QUESTION HAVE BEEN OVERSTATED BY MORE THAN TWO PERCENT (2%), THEN
SUBLESSOR SHALL BE RESPONSIBLE FOR THE FEES AND EXPENSES OF THE INDEPENDENT
ACCOUNTANT AND SUBLESSOR SHALL REIMBURSE SUBLESSEE FOR THE ACTUAL FEES AND
EXPENSES OF SUBLESSEE'S ACCOUNTANT(S) AND THE AMOUNT OF ANY OVERPAYMENT BY
SUBLESSEE OF PROJECT OPERATING EXPENSES AND/OR BUILDING OPERATING EXPENSES FOR
THE PERIOD IN QUESTION, WHICH AMOUNT SHALL BE CREDITED AGAINST SUBLESSEE'S NEXT
SUCCEEDING INSTALLMENT OF RENT.
3.9
RENT PAYMENT ADDRESS.
ALL PAYMENTS OF RENT
DUE UNDER THIS SUBLEASE SHALL BE PAID TO:
Cymer Inc.
17075 Thornmint Court
San Diego, CA
92127
Attention:
Accounts Receivable
4.
SUBLESSOR'S WORK AND CONDITION OF
SUBLEASED PREMISES.
4.1
PERFORMANCE OF SUBLESSOR'S WORK.
EXCEPT AS
PROVIDED TO THE CONTRARY BELOW, PRIOR TO THE DELIVERY OF EACH PHASE OF THE
SUBLEASED PREMISES TO SUBLESSEE, SUBLESSOR SHALL PERFORM THE WORK IN SUCH PHASE
OF THE SUBLEASED PREMISES IN A GOOD AND WORKMANLIKE MANNER AT ITS SOLE COST AND
EXPENSE AND AS MORE PARTICULARLY DESCRIBED ON THE SPACE PLAN AND AS MORE FULLY
REQUIRED BY THIS SECTION 4 (COLLECTIVELY, "SUBLESSOR'S WORK").
THE SUBLESSOR'S
WORK SHALL INSURE THE DELIVERY OF EACH PHASE TO SUBLESSOR ON OR BEFORE THE
OUTSIDE DELIVERY DATES PROVIDED IN SECTION 1 ABOVE IN