SHARE OF ALL COMPONENTS OF REAL ESTATE TAXES FOR ALL FISCAL PERIODS
OCCURRING WITHIN SUCH BUDGET YEAR, (II) THE ESTIMATED AMOUNT FOR EACH MAJOR
CATEGORY OF EXPENSE THAT IS EXPECTED TO BE INCLUDED IN OPERATING EXPENSES FOR
THE PROPERTY FOR SUCH BUDGET YEAR, INCLUDING ANY ITEMS THAT CONSTITUTE OE
INCLUDABLE CAPITAL ITEMS, (III) WITHOUT LIMITING THE FOREGOING, AN ITEMIZED
ESTIMATE FOR EACH CONTEMPLATED REPAIR AND/OR REPLACEMENT TO ANY MAJOR COMPONENT
OF THE BASE BUILDING WHICH LANDLORD BELIEVES WILL CONSTITUTE AN OE INCLUDABLE
CAPITAL ITEM (EACH, A "CONTEMPLATED OE INCLUDABLE CAPITAL ITEM") (CLEARLY
DISTINGUISHING ANY SUCH REPAIR AND/OR REPLACEMENT ITEM, ON THE ONE HAND, FROM
ORDINARY REPAIRS AND MAINTENANCE, ON THE OTHER), TOGETHER WITH THE RESULTING
AMORTIZED AMOUNTS WHICH WOULD BE INCLUDED IN OPERATING EXPENSES DURING THE TERM
UNDER SECTION 2.2(C)(3) HEREOF BASED ON SUCH CONTEMPLATED OE INCLUDABLE CAPITAL
ITEM, ASSUMING THE SAME WERE MADE IN ACCORDANCE WITH SUCH ITEMIZED ESTIMATE AND
PROPERLY CONSTITUTED AN OE INCLUDABLE CAPITAL ITEM, (IV) THE ESTIMATED RATES TO
BE CHARGED BY LANDLORD FOR ABOVE STANDARD SERVICES (INCLUDING REQUIRED ABOVE
STANDARD SERVICES AND OTHER ABOVE STANDARD SERVICES THEN AVAILABLE TO TENANT)
FOR SUCH BUDGET YEAR, AND (V) THE ACTUAL AMOUNTS FOR ALL SUCH ITEMS FOR THE
CALENDAR YEAR PRIOR TO THE BUDGET YEAR. IT IS UNDERSTOOD AND AGREED BY LANDLORD
AND TENANT THAT EACH BUDGET SHALL SET FORTH AMOUNTS FOR OPERATING EXPENSES AND
REAL ESTATE TAXES THAT ARE ESTIMATED, ON A REASONABLE GOOD FAITH BASIS, TAKING
INTO CONSIDERATION, AMONG OTHER THINGS, THE ACTUAL OPERATING EXPENSES AND REAL
ESTATE TAXES FOR THE CALENDAR YEAR PRIOR TO THE BUDGET YEAR, ACTUAL KNOWN
PROSPECTIVE INCREASES THEREIN AND A GOOD FAITH ESTIMATE OF THE RATE OF OTHER
INCREASES THEREIN LIKELY TO OCCUR PRIOR TO, OR DURING, THE BUDGET YEAR, AND A
GOOD FAITH ESTIMATE FOR CONTINGENCIES FOR THE BUDGET YEAR, WHICH ESTIMATE SHALL
BE NO MORE THAN FIVE (5%) PERCENT OF THE AMOUNT OF THE FINAL BUDGET.
(B)
TENANT, AFTER ITS RECEIPT OF THE PROPOSED BUDGET, SHALL HAVE THE
RIGHT (BUT NOT THE OBLIGATION) TO OBJECT TO ANY PORTION OF THE PROPOSED BUDGET
WHICH FAILS TO REFLECT THE PROVISIONS OF THIS LEASE (INCLUDING THE INCLUSION IN
OPERATING EXPENSES OR REAL ESTATE TAXES OF AMOUNTS NOT PERMITTED TO BE SO
INCLUDED HEREUNDER) (ANY OBJECTION BY TENANT PURSUANT TO THE PROVISIONS OF THIS
SENTENCE BEING HEREIN CALLED A "TENANT BUDGET OBJECTION"). IF TENANT ELECTS TO
RAISE TENANT BUDGET OBJECTIONS, THEN IT SHALL DO SO BY NOTICE TO LANDLORD, WHICH
NOTICE SHALL SET FORTH THE TENANT BUDGET OBJECTIONS, IN REASONABLE DETAIL,
STATING THE BASIS FOR EACH TENANT BUDGET OBJECTION. NOTWITHSTANDING THE
FOREGOING, TENANT MAY RAISE THE FOLLOWING OBJECTIONS, AS TENANT BUDGET
OBJECTIONS, ONLY IF TENANT'S OCCUPANCY PERCENTAGE IS GREATER THAN TWENTY-FIVE
PERCENT (25%): (1) AN OBJECTION TO LANDLORD'S DECISION TO MAKE A CONTEMPLATED OE
INCLUDABLE CAPITAL ITEM WITH RESPECT TO ANY MAJOR COMPONENT OF THE BASE
BUILDING, AS OPPOSED TO PERFORMING ORDINARY REPAIRS AND/OR MAINTENANCE WITH
RESPECT TO SUCH MAJOR COMPONENT OF THE BASE BUILDING; AND (2) AN OBJECTION TO
LANDLORD'S DECISION TO