Common use of OPERATING EXPENSE REIMBURSEMENT Clause in Contracts

OPERATING EXPENSE REIMBURSEMENT. In addition to the Base Rent Tenant shall pay to Landlord its proportionate share of the Operating Expenses. Tenant's proportionate share is agreed to be 3.27% ("Tenant's Pro Rata Share"). Landlord will provide to Tenant an estimate of the amount of Operating Expenses for the upcoming year (“Estimated Operating Expense”). In addition to the Base Rent, Tenant shall pay in advance on the first day of each calendar month during the Term, installments equal to 1/12th of Tenant’s Pro Rata Share of the Estimated Operating Expense, except that the first such monthly installment is due upon the Commencement Date. Within one hundred fifty (150) days after the end of each calendar year during the Term, Landlord shall furnish to Tenant a statement certified by Landlord of the Actual Operating Expenses (hereinafter defined) for the immediately preceding calendar year, which statement shall specify the various types of Operating Expenses and set forth Landlord's calculations of Tenant’s Pro Rata Share of the Actual Operating Expense. If ▇▇▇▇▇▇’s Pro Rata Share of the Estimated Operating Expense paid to Landlord during the previous calendar year exceeds Tenant’s Pro Rata Share of the Actual Operating Expense, then Landlord shall, at its option, either refund the difference to Tenant at the time Landlord furnishes the statement of the Actual Operating Expense or credit the amount overpaid by Tenant to Tenant’s Pro Rata Share of the Estimated Operating Expense for the next calendar year. Otherwise, within fifteen (15) days after Landlord furnishes such statement to Tenant, Tenant shall make a lump sum payment to Landlord equal to Tenant’s Pro Rata Share of the positive difference between the Actual Operating Expense and the Estimated Operating Expense previously paid by ▇▇▇▇▇▇. The Estimated Operating Expense shall equal Landlord's estimate of Operating Expenses for the applicable calendar year ▇▇▇▇▇▇▇▇'s statement of the Estimated Operating Expense shall control for the year specified in such statement and for each succeeding year during the Term until Landlord provides a new statement of the Estimated Operating Expense. The "Actual Operating Expense" shall equal the actual Operating Expenses for the applicable calendar year.

OPERATING EXPENSE REIMBURSEMENT. In addition to the event that Operating Expenses (defined in Section 5.02 hereof) of the Project during any calendar year of the Term after the year 2006 shall exceed the Base Rent Operating Expense for the Project, Tenant shall pay to Landlord its proportionate share Tenant’s Pro Rata Share of the Actual Operating ExpensesExpense Increase (hereinafter defined). Tenant's proportionate share is agreed to be 3.27% ("Tenant's ’s Pro Rata Share"Share at the Effective Date is set forth in Section 1.01(h) above and shall not change unless the Rentable Area of the Premises shall be increased or decreased after the Commencement Date by amendment to this Lease or the square footage of Rentable Area of the Project shall change (for example, pursuant to Article 10 or 11). Subject to the immediately preceding sentence, Tenant’s Pro Rata Share shall be equal to the percentage of the total Building Rentable Area included in the Rentable Area of the Premises. Rentable Area of the Premises and the Building shall be computed in accordance with Section 2.01. Landlord will shall use good faith efforts to provide to Tenant an estimate of the amount of Estimated Operating Expenses Expense Increase beginning in December 2006 (for the upcoming calendar year 2007) and any subsequent calendar year at least thirty (“Estimated Operating Expense”)30) days prior to the commencement of such calendar year. In addition to the Base Rent, Tenant shall pay in advance on the first day of each calendar month beginning January 2007 and monthly thereafter during the Term, installments equal to 1/12th of Tenant’s Pro Rata Share of the Estimated Operating ExpenseExpense Increase. In the event Landlord delivers notice of the Estimated Operating Expense Increase after the particular calendar year has already commenced, except that then thirty (30) days after Landlord has provided Tenant with written notice of such Estimated Operating Expense Increase, Landlord shall also be entitled to require Tenant to pay concurrently with the first next installment of Base Rent due under the Lease the amount by which (i) the product of one-twelfth (1/12th) of the amount of the Estimated Operating Expense Increase for such monthly calendar year times the number of calendar months in such year which have already wholly or partially expired exceeds (ii) the Estimated Operating Expense Increase which has previously been paid by Tenant with respect to such calendar year. At any time and from time to time during the Term, Landlord shall have the right, upon written notice to Tenant, to change the amount of the Estimated Operating Expense Increase payable by Tenant hereunder to reflect more accurately, in the reasonable, good faith judgment of Landlord, the Actual Operating Expense Increase, such change to be effective with the next installment is of Base Rent due upon the Commencement Dateat least thirty (30) days after receipt by Tenant of Landlord’s notice. Within one hundred fifty twenty (150120) days after the end of each calendar year during the TermTenant’s occupancy, Landlord shall furnish to Tenant a statement certified by Landlord of the Actual Operating Expenses (hereinafter defined) Expense Increase for the immediately preceding calendar year, which statement shall specify the various types of Operating Expenses and set forth Landlord's ’s calculations of Tenant’s Pro Rata Share of the Actual Operating ExpenseExpense Increase. If ▇▇▇▇▇▇Tenant’s Pro Rata Share of the Estimated Operating Expense Increase paid to Landlord during the previous calendar year exceeds Tenant’s Pro Rata Share of the Actual Operating ExpenseExpense Increase, then Landlord shall, at its option, either refund the difference to Tenant at the time Landlord furnishes the statement of the Actual Operating Expense Increase or credit the amount overpaid by Tenant to Tenant’s Pro Rata Share of the Estimated Operating Expense Increase for the next calendar year. OtherwiseIf Tenant’s Pro Rata Share of the Estimated Operating Expense Increase paid to Landlord during the previous calendar year is less than Tenant’s Pro Rata Share of the Actual Operating Expense Increase, then within fifteen thirty (1530) days after Landlord furnishes such statement to Tenant, Tenant shall make a lump sum payment to Landlord equal to Tenant’s Pro Rata Share of the positive difference between the Actual Operating Expense Increase and the Estimated Operating Expense previously Increase theretofore paid by ▇▇▇▇▇▇Tenant. The “Estimated Operating Expense Increase” shall equal Landlord's ’s estimate of Operating Expenses for the applicable calendar year ▇▇▇▇▇▇▇▇'s year, less the Base Operating Expense for the Project. Landlord’s statement of the Estimated Operating Expense Increase shall control for the year specified in such statement and for each succeeding year during the Term until Landlord provides a new statement of the Estimated Operating ExpenseExpense Increase. The "Actual Operating Expense" shall equal the actual Operating Expenses for the applicable calendar year.“

OPERATING EXPENSE REIMBURSEMENT. In addition to the event that Operating Expenses (defined in Section 5.02 hereof) of the Building during any calendar year of the Term shall exceed the Base Rent Operating Expense for the Building, Tenant shall pay to Landlord its proportionate share of the increase in such Operating ExpensesExpenses over the Base Operating Expense. Tenant's proportionate share of such increase is agreed to be 3.27% ("Tenant's Pro Rata Share"). Thereafter, from time to time, Landlord will shall provide to Tenant an estimate of the amount of Operating Expenses for the upcoming year (“Estimated Operating Expense”)Expense Increase (or an amendment thereto) for any year. In addition to the Base Rent, Tenant shall pay in advance on the first day of each calendar month during the Term, installments equal to 1/12th of Tenant’s 's Pro Rata Rate Share of the Estimated Operating ExpenseExpense Increase, except that the first such monthly installment is due upon the Commencement Date. Within one hundred fifty (150) days As soon as possible after the end of each calendar year during the Termcomparison year, Landlord shall furnish to Tenant a statement certified by Landlord of the Actual Operating Expenses Expense Increase (hereinafter defined) for the immediately preceding calendar year, which statement shall specify the various types of Operating Expenses and set forth Landlord's calculations of Tenant’s 's Pro Rata Share of the Actual Operating ExpenseExpense Increase. If ▇▇▇▇▇▇’s Tenant's Pro Rata Share of the Estimated Operating Expense Increase paid to Landlord during the previous calendar year exceeds Tenant’s 's Pro Rata Share of the Actual Operating ExpenseExpense Increase, then Landlord shall, at its option, either shall refund the difference to Tenant at the time Landlord furnishes the statement of the Actual Operating Expense or credit the amount overpaid by Tenant to Tenant’s Pro Rata Share of the Estimated Operating Expense for the next calendar yearIncrease. Otherwise, within fifteen (15) days after Landlord furnishes such statement to Tenant, Tenant shall make a lump sum payment to Landlord equal to Tenant’s 's Pro Rata Share of the positive difference between the Actual Operating Expense Increase and the Estimated Operating Expense previously Increase theretofore paid by ▇▇▇▇▇▇. The Estimated Operating Expense shall equal Landlord's estimate of Operating Expenses for the applicable calendar year ▇▇▇▇▇▇▇▇'s statement of the Estimated Operating Expense shall control for the year specified in such statement and for each succeeding year during the Term until Landlord provides a new statement of the Estimated Operating Expense. The "Actual Operating Expense" shall equal the actual Operating Expenses for the applicable calendar yearTenant.

OPERATING EXPENSE REIMBURSEMENT. In addition Tenant agrees to the Base Rent Tenant shall pay to Landlord its proportionate share as Operating Expense Reimbursement, prorated {or that part of the term within the applicable calendar year, Tenant"s Percentage Share of the total amount of the annual Operating Expenses. Tenant's proportionate share is agreed to be 3.27% ("Tenant's Pro Rata Share")Payment of Tenant"s Percentage Share of Operating Expenses. Landlord will provide to Tenant an estimate of the amount Tenant"s Percentage Share of Operating Expenses for the upcoming each calendar year (“Estimated herein referred to as Annual Operating Expense”). In addition Expense Reimbursement) shall be estimated annually by Landlord and written notice thereof shall be given to Tenant prior to the Base Rent, Tenant shall pay in advance on the first day beginning of each calendar year. Tenant shall additionally pay to Landlord each month during at the Termsame time the monthly installment of Base Rent is due, installments an amount equal to 1/12th of Tenant’s Pro Rata Share one-twelfth (1/12th) of the Estimated Operating Expense, except that the first such monthly installment is due upon the Commencement Date. Within one hundred fifty (150) days after the end of each calendar year during the Term, Landlord shall furnish to Tenant a statement certified by Landlord of the Actual Operating Expenses (hereinafter defined) for the immediately preceding calendar year, which statement shall specify the various types of Operating Expenses and set forth Landlord's calculations of Tenant’s Pro Rata Share of the Actual Operating Expense. If ▇▇▇▇▇▇’s Pro Rata Share of the Estimated estimated Annual Operating Expense paid to Landlord during the previous calendar year exceeds Tenant’s Pro Rata Share of the Actual Operating Expense, then Landlord shall, at its option, either refund the difference to Tenant at the time Landlord furnishes the statement of the Actual Operating Expense or credit the amount overpaid by Tenant to Tenant’s Pro Rata Share of the Estimated Reimbursement. The estimated Annual Operating Expense for the next calendar year that includes the Lease Commencement date and the Tenant"s corresponding estimated Annual Operating Expense Reimbursement is indicated in the Basic Lease Information. Increases in Estimated Annual Operating Expense Reimbursement. If real estate taxes, the cost of utility or Janitorial services, or other Operating Expenses increase during a calendar year. Otherwise, within fifteen (15) days after Landlord furnishes may increase the estimated Annual Operating Expense Reimbursement during such statement to Tenantyear by giving Tenant written notice of that effect, and thereafter Tenant shall make a lump sum payment additionally pay to Landlord Landlord, in each of the remaining months of such year, an amount equal to Tenant’s Pro Rata Share the amount of such Increase in the positive difference between the Actual estimated Annual Operating Expense and Reimbursement divided by the Estimated Operating Expense previously paid by ▇▇▇▇▇▇. The Estimated Operating Expense shall equal Landlord's estimate number of Operating Expenses for the applicable calendar year ▇▇▇▇▇▇▇▇'s statement of the Estimated Operating Expense shall control for the year specified months remaining in such statement and for each succeeding year during the Term until Landlord provides a new statement of the Estimated Operating Expense. The "Actual Operating Expense" shall equal the actual Operating Expenses for the applicable calendar year.

OPERATING EXPENSE REIMBURSEMENT. In addition The Base Rent payable under Section 4.01 of this Lease includes an annual allocation for operating expenses equal to the Operating Expense (defined in Section 5.02 hereof) per square foot of rentable area of the Premises for the calendar year set forth in Section1.01(k) (the "Base Rent Operating Expense"). In the event that Tenant's Pro Rata share of Operating Expenses (defined in Section 5.02A hereof) of the Building during any calendar year of the Term shall exceed the Base Operating Expense, Tenant shall pay to Landlord its proportionate share of the increase in such Operating ExpensesExpenses over the Base Operating Expense. Tenant's proportionate share On or before the first day of each calendar year during the Term (or as soon thereafter as is agreed to be 3.27% ("Tenant's Pro Rata Share"reasonably possible). , Landlord will shall provide to Tenant an estimate of the amount of reasonable Estimated Operating Expenses Expense Increase for the upcoming year (“Estimated Operating Expense”)year. In addition to the Base Rent, Tenant shall pay in advance on the first day of each calendar month during the Term, installments equal to 1/12th of Tenant’s 's Pro Rata Share (as set forth in Section 1.01 (i) of the Estimated Operating Expense, except that the first such monthly installment is due upon the Commencement DateExpense Increase. Within one hundred fifty (150) days As soon as possible after the end of each calendar year during the Term, Landlord shall furnish to Tenant a statement certified by Landlord of the Actual Operating Expenses Expense Increase (hereinafter defined) for the immediately preceding calendar year, which statement shall specify the various types of Operating Expenses and set forth Landlord's calculations of Tenant’s 's Pro Rata Share of the Actual Operating ExpenseExpense Increase. If ▇▇▇▇▇▇’s Tenant's Pro Rata Share of the Estimated Operating Expense Increase paid to Landlord during the previous calendar year exceeds Tenant’s 's Pro Rata Share of the Actual Operating ExpenseExpense Increase, then Landlord shall, at its Tenant's option, either refund the difference to Tenant at the time Landlord furnishes the statement of the Actual Operating Expense Increase or credit the amount overpaid by Tenant to Tenant’s 's Pro Rata Share of the Estimated Operating Expense Increase for the next calendar year. Otherwise, within fifteen (15) days after Landlord furnishes such statement to If Tenant, Tenant shall make a lump sum payment 's Pro Rata Share of Estimated Operating Expense Increase paid to Landlord equal to during the previous calendar year is less than Tenant’s 's Pro Rata Share of the positive difference between the Actual Operating Expense and Increase, then Tenant shall pay to Landlord the Estimated Operating Expense previously amount of such underpayment. Any amount due Landlord as shown on any such statement shall be paid by ▇▇▇▇▇▇. The Estimated Operating Expense shall equal Landlord's estimate of Operating Expenses for the applicable calendar year ▇▇▇▇▇▇▇▇'s statement of the Estimated Operating Expense shall control for the year specified in such statement and for each succeeding year during the Term until Landlord provides a new statement of the Estimated Operating Expense. The "Actual Operating Expense" shall equal the actual Operating Expenses for the applicable calendar yearTenant within sixty (60) days after it is furnished to Tenant.

OPERATING EXPENSE REIMBURSEMENT. In addition The Base Rent payable under Section 4.01 of this Lease includes an annual allocation for operating expenses equal to the Operating Expense (defined in Section 5.02 hereof) per square foot of rentable area for calendar year set forth in Section 1.01(k) (the "Base Rent Operating Expense"). In the event that Operating Expenses (defined in Section 5.02 hereof) of the Building during any calendar year of the Term shall exceed the Base Operating Expense, Tenant shall pay to Landlord its proportionate share of the increase in such Operating ExpensesExpenses over the Base Operating Expense. Tenant's proportionate share On or before the first day of each calendar year during the Term (or as soon thereafter as is agreed to be 3.27% ("Tenant's Pro Rata Share"reasonably possible). , Landlord will shall provide to Tenant an estimate of the amount of Estimated Operating Expenses Expense Increase for the upcoming year (“Estimated Operating Expense”)year. In addition to the Base Rent, Tenant shall pay in advance on the first day of each calendar month during the Term, installments equal to 1/12th of Tenant’s 's Pro Rata Share (as set forth in Section 1.01 (i)) of the Estimated Operating ExpenseExpense Increase, except that the first such monthly installment is due upon the Commencement Date. Within one hundred fifty (150) days As soon as possible after the end of each calendar year during the Term, Landlord shall furnish to Tenant a statement certified by Landlord of the Actual Operating Expenses Expense Increase (hereinafter defined) for the immediately preceding calendar year, which statement shall specify the various types of Operating Expenses and set forth Landlord's calculations of Tenant’s 's Pro Rata Share of the Actual Operating ExpenseExpense Increase. If ▇▇▇▇▇▇’s Tenant's Pro Rata Share of the Estimated Operating Expense Increase paid to Landlord during the previous calendar year exceeds Tenant’s 's Pro Rata Share of the Actual Operating ExpenseExpense Increase, then Landlord shall, at its option, either refund the difference to Tenant at the time Landlord furnishes the statement of the Actual Operating Expense Increase or credit the amount overpaid by Tenant to Tenant’s 's Pro Rata Share of the Estimated Operating Expense Increase for the next calendar year. Otherwise, within fifteen (15) days after Landlord furnishes such statement to If Tenant, Tenant shall make a lump sum payment 's Pro Rata Share of Estimated Operating Expense Increase paid to Landlord equal to during the previous calendar year is less than Tenant’s 's Pro Rata Share of the positive difference between the Actual Operating Expense Increase, then Tenant shall pay to Landlord the amount of such underpayment. Unless Tenant takes written exception to any item within thirty (30) days after the furnishing of an annual statement, such statement shall be considered final and the Estimated Operating Expense previously accepted by Tenant. Any amount due Landlord as shown on any such statement shall be paid by ▇▇▇▇▇▇. The Estimated Operating Expense shall equal Landlord's estimate of Operating Expenses for the applicable calendar year ▇▇▇▇▇▇▇▇'s statement of the Estimated Operating Expense shall control for the year specified in such statement and for each succeeding year during the Term until Landlord provides a new statement of the Estimated Operating Expense. The "Actual Operating Expense" shall equal the actual Operating Expenses for the applicable calendar yearTenant within thirty (30) days after it is furnished to Tenant.

OPERATING EXPENSE REIMBURSEMENT. In addition The Base Rent payable under Section 4.01 of this Lease includes an annual allocation for operating expenses equal to the Operating Expense (defined in Section 5.02A hereof) per square foot of rentable area of the Premises for calendar year set forth in Section1.01(k) (the "Base Rent Operating Expense"). In the event that Tenant's Pro Rata share of Operating Expenses (defined in Section 5.02A hereof) of the Building during any calendar year of the Term shall exceed the Base Operating Expense, Tenant shall pay to Landlord its proportionate share of the increase in such Operating ExpensesExpenses over the Base Operating Expense. Tenant's proportionate share On or before the first day of each calendar year during the Term (or as soon thereafter as is agreed to be 3.27% ("Tenant's Pro Rata Share"reasonably possible). , Landlord will shall provide to Tenant an estimate of the amount of Estimated Operating Expenses Expense Increase for the upcoming year (“Estimated Operating Expense”)year. In addition to the Base Rent, Tenant shall pay in advance on the first day of each calendar month during the Term, installments equal to 1/12th of Tenant’s 's Pro Rata Share (as set forth in Section 1.01 (i) of the Estimated Operating ExpenseExpense Increase, except that the first such monthly installment is due upon the Commencement Date. Within one hundred fifty (150) days As soon as possible after the end of each calendar year during the Term, Landlord shall furnish to Tenant a statement certified by Landlord of the Actual Operating Expenses Expense Increase (hereinafter defined) for the immediately preceding calendar year, which statement shall specify the various types of Operating Expenses and set forth Landlord's calculations of Tenant’s 's Pro Rata Share of the Actual Operating ExpenseExpense Increase. If ▇▇▇▇▇▇’s Tenant's Pro Rata Share of the Estimated Operating Expense Increase paid to Landlord during the previous calendar year exceeds Tenant’s 's Pro Rata Share of the Actual Operating ExpenseExpense Increase, then Landlord shall, at its Tenant's option, either refund the difference to Tenant at the time Landlord furnishes the statement of the Actual Operating Expense Increase or credit the amount overpaid by Tenant to Tenant’s 's Pro Rata Share of the Estimated Operating Expense Increase for the next calendar year. Otherwise, within fifteen (15) days after Landlord furnishes such statement to If Tenant, Tenant shall make a lump sum payment 's Pro Rata Share of Estimated Operating Expense Increase paid to Landlord equal to during the previous calendar year is less than Tenant’s 's Pro Rata Share of the positive difference between the Actual Operating Expense Increase, then Tenant shall pay to Landlord the amount of such underpayment. Unless Tenant takes written exception to any item within thirty (30) days after the furnishing of an annual statement, such statement shall be considered final and the Estimated Operating Expense previously accepted by Tenant. Any amount due Landlord as shown on any such statement shall be paid by ▇▇▇▇▇▇. The Estimated Operating Expense shall equal Landlord's estimate of Operating Expenses for the applicable calendar year ▇▇▇▇▇▇▇▇'s statement of the Estimated Operating Expense shall control for the year specified in such statement and for each succeeding year during the Term until Landlord provides a new statement of the Estimated Operating Expense. The "Actual Operating Expense" shall equal the actual Operating Expenses for the applicable calendar yearTenant within thirty (30) days after it is furnished to Tenant.

OPERATING EXPENSE REIMBURSEMENT. In addition to the Base Rent Rental, Tenant agrees to pay for any calendar year during the Lease Term after the “Base Year” (as hereinafter defined) the amount, if any, by which the “Operating Expense Amount” (as hereinafter defined) for such calendar year multiplied by the number of square feet of “Net Rentable Area” (as hereinafter defined) within the Premises, 1 exceeds the Operating Expense Amount for the Base Year multiplied by the number of square feet of Net Rentable Area within the Premises. If Tenant’s occupancy during any calendar year is less than the full year for all or any part of the Premises, the costs to Tenant for such period shall be further proportioned in ratio to the actual number of days in possession. Tenant agrees to pay to Landlord its proportionate share of the Operating Expenses. Tenant's proportionate share is agreed to be 3.27% ("Tenant's Pro Rata Share"). Landlord will provide to Tenant an estimate of the amount of Operating Expenses for the upcoming year (“Estimated Operating Expense”). In addition to the Base Rent, Tenant shall pay in advance on the first (1st) day of each calendar month during the Term, installments equal such amounts as Landlord estimates from time to 1/12th of time as necessary to pay Tenant’s Pro Rata Share prorata share of the Estimated Operating Expense, except that the first such monthly installment is due upon the Commencement Dateexpenses. Within one hundred fifty forty-five (15045) days after the end of each calendar year during the Termyear, Landlord shall furnish to Tenant a statement certified by Landlord statements of the Actual actual “Operating Expenses Expenses” (as hereinafter defined) incurred during such year and shall render an invoice showing Tenant’s share thereof. In the event that Tenant’s 1 , which area for the immediately purposes of this Lease is 3,616 rentable square feet, actual share, as computed above, exceeds the aggregate amount paid by Tenant in the preceding calendar year pursuant to this paragraph, Tenant shall pay such deficiency to Landlord with the next monthly rental payment. In the event that the aggregate amount paid by Tenant in the preceding year shall exceed Tenant’s actual prorata share of such costs for such year, which statement Landlord shall specify the various types of Operating Expenses and set forth Landlord's calculations of Tenant’s Pro Rata Share of the Actual Operating Expense. If ▇▇▇▇▇▇’s Pro Rata Share of the Estimated Operating Expense paid to Landlord during the previous calendar year exceeds Tenant’s Pro Rata Share of the Actual Operating Expense, then Landlord shall, at its option, either refund the difference pay such excess to Tenant at the time Landlord furnishes such invoice is delivered to Tenant. As used herein, the statement of following terms have the Actual following meanings: (a) Operating Expense or credit Amount shall mean the amount overpaid by Tenant to Tenant’s Pro Rata Share of the Estimated Operating Expense for the next calendar year. Otherwise, within fifteen (15) days after Landlord furnishes such statement to Tenant, Tenant shall make a lump sum payment to Landlord equal to Tenant’s Pro Rata Share of the positive difference between the Actual Operating Expense and the Estimated Operating Expense previously paid by ▇▇▇▇▇▇. The Estimated Operating Expense shall equal Landlord's estimate of Operating Expenses for the applicable a calendar year ▇▇▇▇▇▇▇▇'s statement divided by the greater of (A) 2 of the Estimated number of square feet of Net Rentable Area within the Office Complex 3 and (B) the total Net Rentable Area actually under lease within the Office Complex. (b) Operating Expense Expenses shall consist of all expenses, costs and disbursements, but not specific costs billed to specific tenants of the Office Complex, of every kind and nature, computed on the accrual basis, relating to or incurred or paid in connection with the ownership and operation of the Office Complex, including but not limited to, the following: (1) wages and salaries of all on and off-site employees engaged in the operation, maintenance or access control of the Office Complex, including taxes, insurance and benefits relating to such employees, allocated based upon the time such employees are engaged directly in providing such services; (2) all supplies, tools, equipment and materials used in the operation and maintenance of the Office Complex; (3) cost of all utilities for the year specified Office Complex including but not limited to the cost of water and power for heating, lighting, air conditioning and ventilating; (4) cost of all maintenance and service agreements for the Office Complex and the equipment therein, including but not limited to security service, garage operators, window cleaning, elevator maintenance, janitorial service and landscaping maintenance; (5) cost of repairs and general maintenance of the Office Complex (excluding repairs, alterations and general maintenance paid by proceeds of insurance or attributable solely to tenants of the Office Complex other than Tenant); (6) amortization (together with reasonable financing charges) of the cost of installation of capital investment items which are installed for the purpose of reducing operating expenses, promoting safety, complying with governmental requirements or maintaining the first class nature of the Office Complex, other than capital items installed in such statement connection with Landlord’s initial construction of the Office Complex; (7) the cost of all insurance on the Office Complex, including, but not limited to, the cost of casualty, rental abatement and for each succeeding year liability insurance applicable to the Office Complex and Landlord’s personal property used in connection therewith; and (8) all taxes, assessments and governmental charges, whether or not directly paid by Landlord, whether federal, state, county or municipal and whether they be by taxing districts or authorities presently taxing the Office Complex or by others subsequently created or otherwise, and any other taxes and assessments attributable to the Office Complex or its operation, excluding, however, federal and state taxes on income, death taxes, franchise taxes, and any taxes imposed or measured on or by the income of Landlord from the operation of the Office Complex or imposed in connection with any change of ownership of the Office Complex; provided, however, that if at any time during the Term until Landlord provides a new statement term of this Lease, the present method of taxation or assessment shall be so changed that the whole or 2 95% 3 which area for the purposes of this Lease is 173,223 rentable square feet any part of the Estimated Operating Expense. The "Actual Operating Expense" taxes, assessments, levies, impositions or charges now levied, assessed or imposed on real estate and the improvements thereof shall equal be discontinued and as a substitute therefor, or in lieu of an addition thereto, taxes, assessments, levies, impositions or charges shall be levied, assessed and/or imposed wholly or partially as a capital levy or otherwise on the actual rents received from the Office Complex or the rents reserved herein or any part thereof, then such substitute or additional taxes, assessments, levies, impositions or charges, to the extent so levied, assessed or imposed, shall be deemed to be included within the Operating Expenses for to the applicable calendar yearextent that such substitute or additional tax would be payable if the Office Complex were the only property of the Landlord subject to such tax.

OPERATING EXPENSE REIMBURSEMENT. In addition to the event that Operating Expenses (defined in Section 5.02 hereof) of the Building during any calendar year of the Term shall exceed the Base Rent Operating Expense for the Building, Tenant shall pay to Landlord its proportionate share of the increase in such Operating ExpensesExpenses over the Base Operating Expense. Tenant's proportionate share of such increase is agreed to be 3.27% ("Tenant's Pro Rata Share"). On or before the Commencement Date Landlord will shall provide to Tenant an estimate of the amount of Estimated Operating Expenses Expense Increase (hereinafter defined) for the upcoming calendar year (“during which the Commencement Date falls. Thereafter, from time to time, Landlord shall provide to Tenant the Estimated Operating Expense”)Expense Increase (or an amendment thereto) for any year. In addition to the Base Rent, Tenant shall pay in advance on the first day of each calendar month during the Term, installments equal to 1/12th of Tenant’s Tenants Pro Rata Share of the Estimated Operating ExpenseExpense Increase, except that the first such monthly installment is due upon the Commencement Date. Within one hundred fifty (150) days As soon as possible after the end of each calendar year during the Termcomparison year, Landlord shall furnish to Tenant a statement certified by Landlord of the Actual Operating Expenses Expense Increase (hereinafter defined) for the immediately preceding calendar year, which statement shall specify the various types of Operating Expenses and set forth Landlord's calculations of Tenant’s Tenants Pro Rata Share of the Actual Operating ExpenseExpense Increase. If ▇▇▇▇▇▇’s Tenant's Pro Rata Share of the Estimated Operating Expense Increase paid to Landlord during the previous calendar year exceeds Tenant’s 's Pro Rata Share of the Actual Operating ExpenseExpense Increase, then Landlord shall, at its option, either refund the difference to Tenant at the time Landlord furnishes the statement of the Actual Operating Expense Increase or credit the amount overpaid by Tenant to Tenant’s Tenants Pro Rata Share of the Estimated Operating Expense Increase for the next calendar year. Otherwise, within fifteen (15) days after Landlord furnishes such statement to Tenant, Tenant shall make a lump sum payment to Landlord equal to Tenant’s Tenants Pro Rata Share of the positive difference between the Actual Operating Expense Increase and the Estimated Operating Expense previously Increase theretofore paid by ▇▇▇▇▇▇Tenant. The "Estimated Operating Expense Increase' shall equal Landlord's estimate of Operating Expenses for the applicable calendar year ▇▇▇▇▇▇▇▇year, less the Base Operating Expense. Landlord's statement of the Estimated Operating Expense Increase shall control for the year specified in such statement and for each succeeding year during the Term until Landlord provides a new statement of the Estimated Operating ExpenseExpense Increase. The "Actual Operating ExpenseExpense Increase" shall equal the actual Operating Expenses for the applicable calendar year, less the Base Operating Expense.