SUCH CHARGES, THEN (X) AFTER AT LEAST TEN (10) DAYS PRIOR WRITTEN NOTICE TO
LANDLORD, FOR A PERIOD OF SIXTY (60) DAYS FOLLOWING THE COMPLETION OF TENANT'S
AUDIT TENANT MAY ALSO EXAMINE IN SUCH MANNER LANDLORD'S BOOKS AND RECORDS FOR
THE PREVIOUS TWO (2) CALENDAR YEARS WITH RESPECT SOLELY TO LINE ITEMS FOR WHICH
A DISCREPANCY WAS FOUND (AND COMPARABLE AND RELATED ITEMS), AND (Y) LANDLORD
SHALL REFUND TO TENANT THE AMOUNT OF SUCH EXCESS OR THE AMOUNT OF SUCH CREDIT,
AS THE CASE MAY BE WITHIN TWENTY (20) DAYS AFTER THE DATE IT IS DETERMINED THAT
A REFUND IS DUE, WHICH SUM SHALL BEAR INTEREST AT THE DEFAULT RATE FROM THE DATE
OF LANDLORD'S RECONCILIATION STATEMENT FOR THE YEAR IN WHICH THE OVERPAYMENTS
OCCURRED TO THE DATE PAID.
SIMILARLY, IF IT IS DETERMINED THAT THE AMOUNTS PAID
BY TENANT TO LANDLORD ON ACCOUNT OF OPERATING EXPENSES WERE LESS THAN THE
AMOUNTS TO WHICH LANDLORD WAS ENTITLED HEREUNDER, THEN TENANT SHALL PAY TO
LANDLORD, AS ADDITIONAL RENT HEREUNDER, THE AMOUNT OF SUCH DEFICIENCY WITHIN
TWENTY (20) DAYS AFTER IT IS DETERMINED THAT SUCH A DEFICIENCY EXISTS, WHICH SUM
SHALL BEAR INTEREST AT THE DEFAULT RATE FROM THE DATE OF LANDLORD'S
RECONCILIATION STATEMENT FOR THE YEAR IN WHICH THE DEFICIENCY AROSE TO THE DATE
PAID.
TENANT SHALL (AND SHALL CAUSE ITS AGENTS TO) KEEP THE RESULTS OF SUCH
AUDIT STRICTLY CONFIDENTIAL.
ALL TENANT'S COSTS AND EXPENSES OF ANY SUCH AUDIT
SHALL BE PAID BY TENANT, EXCEPT THAT IF SUCH AUDIT SHOWS THAT OPERATING EXPENSES
FOR ANY SUCH CALENDAR YEAR WERE OVERSTATED BY LANDLORD BY MORE THAN THREE
PERCENT (3%), LANDLORD SHALL REIMBURSE TENANT FOR THE REASONABLE OUT-OF-POCKET
COSTS AND EXPENSES AND FEES INCURRED BY TENANT IN SUCH AUDIT, INCLUDING ANY
CONTINGENCY FEES (TO THE EXTENT ALLOWABLE PURSUANT TO SECTION 4.7); PROVIDED,
HOWEVER, THAT IN NO EVENT SHALL LANDLORD BE OBLIGATED TO REIMBURSE TENANT FOR
SUCH AUDIT COSTS IN AN AMOUNT IN EXCESS OF THE OVERSTATEMENT OF TENANT'S
PROPORTIONATE SHARE OF OPERATING EXPENSES PLUS ANY INTEREST THAT MAY BE PAYABLE
PURSUANT TO THIS SECTION 4.7.
IF TENANT DOES NOT NOTIFY LANDLORD IN WRITING OF
ANY OBJECTION TO ANY STATEMENT WITHIN SAID TWO (2) YEAR AND SIXTY (60) DAY
PERIOD, OR ELECT TO AUDIT THE EXPENSES OF PRIOR YEARS WITHIN THE SIXTY (60) DAY
PERIOD SET FORTH ABOVE, THEN TENANT SHALL BE DEEMED TO HAVE WAIVED SUCH
OBJECTION.
IF REQUIRED BY LANDLORD IN CONNECTION WITH ITS APPROVAL OF THE LEASEHOLD
WORK, OR IF ELECTED BY TENANT, ELECTRICITY TO THE PREMISES SHALL BE SEPARATELY
SUBMETERED OR CHECKMETERED, IN WHICH EVENT LANDLORD SHALL, SUBJECT TO ANY
CONDITION OR LIMITATIONS IMPOSED BY THE ELECTRICITY PROVIDER, INSTALL A SUBMETER
OR CHECKMETER AT TENANT'S EXPENSE.
NOTWITHSTANDING ANY OF THE FOREGOING TO THE
CONTRARY, LANDLORD MAY REQUIRE SUBMETERING OR CHECKMETERING OF ELECTRICITY FOR:
(I)
TENANT'S PROPOSED CAFETERIA, (II) TENANT'S PROPOSED DATA CENTER, (III)
TENANT'S PROPOSED GENERATOR AND GENERATOR SUPPORT AREA, (IV) TENANT'S PROPOSED
COMMUNICATION EQUIPMENT, (V) TENANT'S PROPOSED "SECURE AREAS", (VI) TENANT'S
PROPOSED SUPPLEMENTAL HVAC UNITS, (VII) ANY OTHER