BENEFITED TENANT
AT THE END OF EACH LEASE YEAR), AS THE AMOUNTS TO BE DISCOUNTED, AND (II) BY
USING DISCOUNT RATES FOR EACH AMOUNT TO BE DISCOUNTED EQUAL TO (A) THE AVERAGE
RATES OF YIELD FOR UNITED STATES TREASURY OBLIGATIONS WITH MATURITY DATES AS
CLOSE AS REASONABLY POSSIBLE TO THE END OF EACH LEASE YEAR DURING WHICH THE
PORTIONS OF THE PROPOSITION 13 PROTECTION AMOUNT WOULD HAVE BENEFITED TENANT,
WHICH RATES SHALL BE THOSE IN EFFECT AS OF LANDLORD'S EXERCISE OF ITS RIGHT TO
PURCHASE, AS SET FORTH IN THIS SECTION 4.6.3, PLUS (B) TWO PERCENT (2%) PER
ANNUM.
UPON SUCH PAYMENT OF THE PROPOSITION 13 PURCHASE PRICE, THE PROVISIONS
OF SECTION 4.6.2 OF THIS LEASE SHALL NOT APPLY TO ANY TAX INCREASE ATTRIBUTABLE
TO THE APPLICABLE REASSESSMENT.
SINCE LANDLORD IS ESTIMATING THE PROPOSITION 13
PURCHASE PRICE BECAUSE A REASSESSMENT HAS NOT YET OCCURRED, THEN WHEN SUCH
REASSESSMENT OCCURS, IF LANDLORD HAS UNDERESTIMATED THE PROPOSITION 13 PURCHASE
PRICE, THEN UPON NOTICE BY LANDLORD TO TENANT, TENANT'S RENT NEXT DUE SHALL BE
CREDITED WITH THE AMOUNT OF SUCH UNDERESTIMATION, AND IF LANDLORD OVERESTIMATES
THE PROPOSITION 13 PURCHASE PRICE, THEN UPON NOTICE BY LANDLORD TO TENANT, RENT
NEXT DUE SHALL BE INCREASED BY THE AMOUNT OF THE OVERESTIMATION.
4.7
LANDLORD'S BOOKS AND RECORDS.
WITHIN ONE
(1) YEAR AFTER RECEIPT OF A STATEMENT BY TENANT (OR THREE (3) YEARS WITH RESPECT
TO THE BASE YEAR ONLY), IF TENANT DISPUTES THE AMOUNT OF ADDITIONAL RENT SET
FORTH IN THE APPLICABLE STATEMENT, EITHER TENANT OR AN INDEPENDENT CERTIFIED
PUBLIC ACCOUNTANT (WHICH ACCOUNTANT IS A MEMBER OF A NATIONALLY OR REGIONALLY
RECOGNIZED ACCOUNTING FIRM AND IS PAID ON A NON-CONTINGENCY FEE BASIS),
DESIGNATED AND PAID FOR BY TENANT, MAY, AFTER REASONABLE NOTICE TO LANDLORD AND
AT REASONABLE TIMES, INSPECT AND COPY LANDLORD'S RECORDS WITH RESPECT TO THE
STATEMENT AT LANDLORD'S OFFICES IN LOS ANGELES COUNTY, PROVIDED THAT TENANT HAS
PAID ALL AMOUNTS REQUIRED TO BE PAID UNDER THE APPLICABLE STATEMENT.
IN
CONNECTION WITH SUCH INSPECTION, TENANT AND TENANT'S AGENTS MUST AGREE IN
ADVANCE TO FOLLOW LANDLORD'S REASONABLE RULES AND PROCEDURES REGARDING
INSPECTIONS OF LANDLORD'S RECORDS, AND SHALL EXECUTE A COMMERCIALLY REASONABLE
CONFIDENTIALITY AGREEMENT REGARDING SUCH INSPECTION.
TENANT'S FAILURE TO
DISPUTE THE AMOUNT OF ADDITIONAL RENT SET FORTH IN ANY STATEMENT WITHIN ONE (1)
YEAR OF TENANT'S RECEIPT OF SUCH STATEMENT (OR THREE (3) YEARS WITH RESPECT TO
THE BASE YEAR ONLY) SHALL BE DEEMED TO BE TENANT'S APPROVAL OF SUCH STATEMENT
AND TENANT THEREAFTER WAIVES THE RIGHT OR ABILITY TO DISPUTE THE AMOUNTS SET
FORTH IN SUCH STATEMENT.
TENANT'S REVIEW OF THE STATEMENT FOR THE BASE YEAR
SHALL NOT EXTEND TENANT'S REVIEW PERIOD FOR ANY OTHER LEASE YEAR.
IF AFTER SUCH
INSPECTION, TENANT STILL DISPUTES SUCH ADDITIONAL RENT, A BINDING DETERMINATION
AS TO THE PROPER AMOUNT SHALL BE MADE, AT TENANT'S EXPENSE, BY AN INDEPENDENT
CERTIFIED PUBLIC ACCOUNTANT (THE "ACCOUNTANT") SELECTED BY LANDLORD AND SUBJECT
TO TENANT'S REASONABLE APPROVAL; PROVIDED THAT IF SUCH DETERMINATION BY THE
ACCOUNTANT PROVES THAT DIRECT EXPENSES WERE OVERSTATED BY MORE THAN