INCLUDING THE MONTH OF SUCH PAYMENT, AND TWELVE (12) AS
ITS DENOMINATOR.
UNTIL A NEW ESTIMATE STATEMENT IS FURNISHED (WHICH LANDLORD
SHALL HAVE THE RIGHT TO DELIVER TO TENANT AT ANY TIME), TENANT SHALL PAY
MONTHLY, WITH THE MONTHLY BASE RENT INSTALLMENTS, AN AMOUNT EQUAL TO ONE-TWELFTH
(1/12) OF THE TOTAL ESTIMATED EXCESS SET FORTH IN THE PREVIOUS ESTIMATE
STATEMENT DELIVERED BY LANDLORD TO TENANT.
4.5
TAXES AND OTHER CHARGES FOR WHICH TENANT IS DIRECTLY RESPONSIBLE.
4.5.1
TENANT SHALL BE LIABLE FOR AND SHALL PAY TEN (10) DAYS BEFORE
DELINQUENCY, TAXES LEVIED AGAINST TENANT'S EQUIPMENT, FURNITURE, FIXTURES AND
ANY OTHER PERSONAL PROPERTY LOCATED IN OR ABOUT THE PREMISES.
IF ANY SUCH TAXES
ON TENANT'S EQUIPMENT, FURNITURE,
14
FIXTURES AND ANY OTHER PERSONAL PROPERTY ARE LEVIED AGAINST LANDLORD OR
LANDLORD'S PROPERTY OR IF THE ASSESSED VALUE OF LANDLORD'S PROPERTY IS INCREASED
BY THE INCLUSION THEREIN OF A VALUE PLACED UPON SUCH EQUIPMENT, FURNITURE,
FIXTURES OR ANY OTHER PERSONAL PROPERTY AND IF LANDLORD PAYS THE TAXES BASED
UPON SUCH INCREASED ASSESSMENT, WHICH LANDLORD SHALL HAVE THE RIGHT TO DO
REGARDLESS OF THE VALIDITY THEREOF BUT ONLY UNDER PROPER PROTEST IF REQUESTED BY
TENANT, TENANT SHALL UPON DEMAND REPAY TO LANDLORD THE TAXES SO LEVIED AGAINST
LANDLORD OR THE PROPORTION OF SUCH TAXES RESULTING FROM SUCH INCREASE IN THE
ASSESSMENT, AS THE CASE MAY BE.
4.5.2
IF THE TENANT IMPROVEMENTS IN THE PREMISES, WHETHER INSTALLED
AND/OR PAID FOR BY LANDLORD OR TENANT AND WHETHER OR NOT AFFIXED TO THE REAL
PROPERTY SO AS TO BECOME A PART THEREOF, ARE ASSESSED FOR REAL PROPERTY TAX
PURPOSES AT A VALUATION MATERIALLY HIGHER THAN THE VALUATION AT WHICH TENANT
IMPROVEMENTS CONFORMING TO LANDLORD'S "BUILDING STANDARD" IN OTHER SPACE IN THE
BUILDING ARE ASSESSED, THEN THE TAX EXPENSES LEVIED AGAINST LANDLORD OR THE
PROPERTY BY REASON OF SUCH EXCESS ASSESSED VALUATION SHALL BE DEEMED TO BE TAXES
LEVIED AGAINST PERSONAL PROPERTY OF TENANT AND SHALL BE GOVERNED BY THE
PROVISIONS OF SECTION 4.5.1, ABOVE.
4.5.3
NOTWITHSTANDING ANY CONTRARY PROVISION HEREIN, TENANT SHALL PAY
PRIOR TO DELINQUENCY ANY (I) RENT TAX OR SALES TAX, SERVICE TAX, TRANSFER TAX OR
VALUE ADDED TAX, OR ANY OTHER APPLICABLE TAX ON THE RENT OR SERVICES HEREIN OR
OTHERWISE RESPECTING THIS LEASE, (II) TAXES ASSESSED UPON OR WITH RESPECT TO THE
POSSESSION, LEASING, OPERATION, MANAGEMENT, MAINTENANCE, ALTERATION, REPAIR, USE
OR OCCUPANCY BY TENANT OF THE PREMISES OR ANY PORTION OF THE PROJECT, INCLUDING
THE PROJECT PARKING FACILITY; OR (III) TAXES ASSESSED UPON THIS TRANSACTION OR
ANY DOCUMENT TO WHICH TENANT IS A PARTY CREATING OR TRANSFERRING AN INTEREST OR
AN ESTATE IN THE PREMISES.
4.6
TENANT'S AUDIT RIGHTS.
NOTWITHSTANDING ANYTHING TO THE CONTRARY
CONTAINED IN THIS LEASE, PROVIDED THAT TENANT IS NOT THEN IN DEFAULT UNDER THIS
LEASE (BEYOND THE APPLICABLE NOTICE AND CURE PERIOD SET FORTH IN THIS LEASE), IF
TENANT REASONABLY DISPUTES ANY AMOUNTS SET FORTH IN ANY STATEMENT DESCRIBED
ABOVE IN THIS ARTICLE 4, TENANT WILL HAVE THE RIGHT, AT NO COST OR EXPENSE TO
LANDLORD (EXCEPT AS