EXPENSE PAYMENTS PURSUANT TO SECTION 3.02(B) BY THE
AGGREGATE NUMBER OF SQUARE FEET IN THE BUILDING AND PLAZA II, WHICH THE PARTIES
AGREE IS 1,476,078 SQUARE FEET AS OF THE DATE OF THIS LEASE.
IF AT ANY TIME
AFTER THE DATE OF THIS LEASE ADDITIONAL SQUARE FOOTAGE OF OFFICE SPACE
(EXCLUSIVE OF STORAGE SPACE THAT IS AN ADJUNCT TO SUCH SPACE) SHALL BE ADDED TO
OR SUBTRACTED FROM THE BUILDING OR PLAZA II, TENANT'S EXPENSE SHARE SHALL BE
EQUITABLY ADJUSTED SO THAT TENANT PAYS ITS PROPORTIONATE SHARE OF OPERATING
EXPENSES IN THE SAME PROPORTION WHICH THE SQUARE FEET FROM TIME TO TIME INCLUDED
IN THE DEMISED PREMISES AS SET FORTH HEREIN BEARS TO THE TOTAL AREA OF OFFICE
SPACE (EXCLUSIVE OF SUCH STORAGE SPACE) IN THE IMPROVEMENTS AS TO WHICH SUCH
OPERATING EXPENSES RELATE, USING THE SAME STANDARD OF MEASUREMENT TO COMPUTE THE
AREA OF THE NEW OR ADDITIONAL SPACE OR SUBTRACTED SPACE AS THAT USED TO COMPUTE
THE AREA OF THE DEMISED PREMISES FOR PURPOSES OF THIS LEASE.
IN THE EVENT OF
SUCH ADJUSTMENT, LANDLORD AND TENANT SHALL, AT EITHER PARTY'S REQUEST, EXECUTE
AN INSTRUMENT CONFIRMING SUCH ADJUSTMENT AND MAKING THE APPROPRIATE CHANGE IN
TENANT'S EXPENSE SHARE, BUT NO SUCH INSTRUMENT SHALL BE NECESSARY TO MAKE THE
SAME EFFECTIVE.
(C)
THE TERM "COMMON AREA EXPENSE SHARE" SHALL
MEAN THE SHARE OF COMMON AREA OPERATING EXPENSES ALLOCATED TO THE DEMISED
PREMISES, AS SUCH SHARE IS DETERMINED FROM TIME TO TIME AS HEREINAFTER SET
FORTH.
THE COMMON AREA EXPENSE SHARE SHALL BE DETERMINED AS OF THE FIRST DAY OF
EACH CALENDAR YEAR (EACH, AN "EXPENSE SHARE DETERMINATION DATE") AND SHALL BE
EQUAL TO A FRACTION (EXPRESSED AS A PERCENTAGE), THE NUMERATOR OF WHICH SHALL BE
THE AGGREGATE SQUARE FOOTAGE CONTAINED IN THE DEMISED PREMISES AS OF THE
APPLICABLE EXPENSE SHARE DETERMINATION DATE, AND THE DENOMINATOR OF WHICH SHALL
BE THE AGGREGATE SQUARE FOOTAGE CONTAINED IN EXISTING BUILDINGS, THE BUILDING
AND PLAZA II AS OF THE APPLICABLE EXPENSE SHARE DETERMINATION DATE (THE "EXPENSE
SHARE FRACTION").
IF AT ANY TIME HEREAFTER ANY BUILDING LOCATED ON THE COMPLEX
LAND, THE SQUARE FOOTAGE OF WHICH IS THEN INCLUDED IN THE DENOMINATOR OF THE
EXPENSE SHARE FRACTION, SHALL BE CONVEYED TO A THIRD PARTY (OTHER THAN TO A
LANDLORD AFFILIATED ENTITY), AND IF AFTER SUCH CONVEYANCE THE TENANTS OR
OCCUPANTS OF SUCH BUILDING ARE NO LONGER PERMITTED GENERALLY TO USE THE COMMON
AREAS, THEN FROM AND AFTER THE NEXT SUCCEEDING EXPENSE SHARE DETERMINATION DATE,
THE EXPENSE SHARE FRACTION SHALL BE MODIFIED BY EXCLUDING
13
FROM THE DENOMINATOR THEREOF THE SQUARE FOOTAGE CONTAINED IN SUCH CONVEYED
BUILDING.
LANDLORD AND TENANT AGREE THAT AS OF THE DATE OF THIS LEASE, PLAZA I
CONTAINS 401,179 SQUARE FEET, PLAZA II CONTAINS 726,078 SQUARE FEET, THE
BUILDING CONTAINS 750,000 SQUARE FEET, PLAZA IV-A CONTAINS 210,000 SQUARE FEET
AND PLAZA V CONTAINS 980,000 SQUARE FEET.
THE SQUARE FOOTAGE OF ANY OTHER
BUILDING LOCATED ON THE COMPLEX LAND SHALL BE DETERMINED HEREINAFTER IN THE SAME
MANNER AS THE DETERMINATION OF SQUARE FOOTAGE