OPERATING COSTS FOR THE YEAR IN WHICH THE EXPIRATION DATE OCCURS,
SHALL BE PRORATED SO THAT TENANT SHALL PAY THAT PORTION OF TENANT'S OPERATING
COSTS PAYMENT FOR SUCH YEAR REPRESENTED BY A FRACTION, THE NUMERATOR OF WHICH
SHALL BE THE NUMBER OF DAYS DURING SUCH FRACTIONAL YEAR FALLING WITHIN THE TERM,
AND THE DENOMINATOR OF WHICH IS 365 (OR 366, IN THE CASE OF A LEAP YEAR).
THE
PROVISIONS OF THIS SECTION 5.1 SHALL SURVIVE THE EXPIRATION DATE OR ANY SOONER
TERMINATION PROVIDED FOR IN THIS LEASE.
SECTION 5.2
A.
FOR PURPOSES OF THIS LEASE, THE TERM "OPERATING COSTS" SHALL
MEAN ANY AND ALL EXPENSES, COSTS AND DISBURSEMENTS OF EVERY KIND WHICH LANDLORD
PAYS, INCURS OR BECOMES OBLIGATED TO PAY IN CONNECTION WITH THE OPERATION,
MANAGEMENT, REPAIR AND MAINTENANCE OF ALL OR ANY PORTION OF THE PROJECT.
ALL
OPERATING COSTS SHALL BE DETERMINED ACCORDING TO GENERALLY ACCEPTED ACCOUNTING
PRINCIPLES WHICH SHALL BE CONSISTENTLY APPLIED.
OPERATING COSTS INCLUDE,
WITHOUT LIMITATION, THE FOLLOWING:
(A)
WAGES, SALARIES, BENEFITS AND FEES
(INCLUDING ALL REASONABLE EDUCATION, TRAVEL AND PROFESSIONAL FEES) OF ALL
PERSONNEL OR ENTITIES ENGAGED IN THE OPERATION, REPAIR, MAINTENANCE, MANAGEMENT,
OR SAFEKEEPING OF THE PROJECT, INCLUDING TAXES, INSURANCE, AND BENEFITS RELATING
THERETO AND THE COSTS OF ALL SUPPLIES AND MATERIALS (INCLUDING WORK CLOTHES AND
UNIFORMS) USED IN THE OPERATION, REPAIR, MAINTENANCE AND SECURITY OF THE
PROJECT; (B) COST OF PERFORMANCE BY LANDLORD'S PERSONNEL OF, OR OF ALL SERVICE
AGREEMENTS FOR, MAINTENANCE, JANITORIAL SERVICES, ACCESS CONTROL, ALARM SERVICE,
WINDOW CLEANING, ELEVATOR MAINTENANCE AND LANDSCAPING FOR THE PROJECT.
SUCH
COST SHALL INCLUDE THE RENTAL OF PERSONAL PROPERTY AND EQUIPMENT USED BY
LANDLORD'S PERSONNEL AND OTHERS IN THE MAINTENANCE AND REPAIR OF THE PROJECT;
(C) COST OF UTILITIES FOR THE PROJECT, INCLUDING WATER, SEWER, GAS, FUEL AND
COMMON AREA POWER, ELECTRICITY, LIGHTING AND AIR-CONDITIONING, HEATING AND
VENTILATING; (D) COST OF ALL INSURANCE, INCLUDING CASUALTY AND LIABILITY
INSURANCE APPLICABLE TO THE PROJECT AND TO LANDLORD'S EQUIPMENT, FIXTURES AND
PERSONAL PROPERTY USED IN CONNECTION THEREWITH, BUSINESS INTERRUPTION OR RENT
INSURANCE AGAINST SUCH PERILS AS ARE COMMONLY INSURED AGAINST BY PRUDENT
LANDLORDS, SUCH OTHER INSURANCE AS MAY BE REQUIRED BY ANY LESSOR OR MORTGAGEE OF
LANDLORD, AND SUCH OTHER INSURANCE WHICH LANDLORD CONSIDERS REASONABLY NECESSARY
IN THE OPERATION OF THE PROJECT, TOGETHER WITH ALL APPRAISAL AND CONSULTANTS'
FEES IN CONNECTION WITH SUCH INSURANCE AND, WITH RESPECT TO ANY CLAIM UNDER SUCH
INSURANCE, THE AMOUNT OF ANY DEDUCTIBLE; (E) ALL TAXES; AND (F) ALL COMMUNITY
MAINTENANCE FEES.
FOR PURPOSES HEREOF, THE TERM "TAXES" SHALL MEAN, ALL TAXES,
ASSESSMENTS, AND OTHER GOVERNMENTAL CHARGES, APPLICABLE TO OR ASSESSED AGAINST
THE PROJECT OR ANY PORTION THEREOF, OR APPLICABLE TO OR ASSESSED AGAINST
LANDLORD'S PERSONAL PROPERTY USED IN CONNECTION THEREWITH, WHETHER FEDERAL,
STATE, COUNTY, OR MUNICIPAL AND WHETHER ASSESSED BY TAXING DISTRICTS OR
AUTHORITIES PRESENTLY TAXING THE PROJECT OR THE OPERATION THEREOF OR BY OTHER
TAXING AUTHORITIES SUBSEQUENTLY CREATED, OR OTHERWISE, AND ANY OTHER TAXES AND
ASSESSMENTS ATTRIBUTABLE TO OR ASSESSED AGAINST ALL OR ANY PART OF THE PROJECT
OR ITS OPERATION; INCLUDING ANY