Health Net 2009 Annual Report Download - page 372

Commencing as of the later of the first (1 ) anniversary of the Base Year or the thirteenth (13th) month anniversary of the first
to occur of the North Wing Commencement Date, Second Floor South Wing Commencement Date or Third Floor South Wing
Commencement Date, such additional amount shall be added to the monthly installment of Basic Rent payable by Tenant under
this Lease for each month during such Operating Year.
(b) Actual Operating Expenses. Within one hundred twenty (120) days after the close of each Operating Year (including
the Base Year) during the Term, Landlord shall deliver to Tenant a reasonably detailed written statement setting forth the Actual
Operating Expenses during the preceding Operating Year. Any such written statement shall describe in reasonable detail any
gross up of Actual Operating Expenses. For each Operating Year following the Base Year, if such expenses for such Operating
Year exceed the Estimated Operating Expenses paid by Tenant to Landlord pursuant to Section 5(a), Tenant shall pay Tenant’s
Proportionate Share of the amount of such excess to Landlord as additional rent within thirty (30) days after receipt by Tenant of
such statement. If such statement shows Tenant’s Proportionate Share of such expenses to be less than the amount paid by
Tenant to Landlord pursuant to Section 5(a), then the amount of such overpayment shall be paid by Landlord to Tenant within
thirty (30) days following the date of such statement or, at Landlord’s option, credited by Landlord to the payment of rent next
due (which amount, if credited, shall be communicated to Tenant in writing). Landlord’s failure to give such notice and
statement within one hundred twenty (120) days after the close of any Operating Year shall not release either party from the
obligation to make the adjustment provided for in this Section 5(b); provided, however, that Landlord’s failure to give such
notice or statement within one hundred eighty (180) days after the close of any Operating Year shall be deemed to be an
unconditional waiver of Landlord’s right to collect the adjustment provided for in this Section 5(b) for such Operating Year,
except with respect to items of Operating Expenses or Property Taxes the exact and final amount of which could not be
ascertained through the exercise of reasonable diligence within such one hundred eighty (180) day period, as to which items the
adjustment provided for in this Section 5(b) for such Operating Year shall be made when the exact and final amount of such
items can be ascertained. The determination of Actual Operating Expenses and Estimated Operating Expenses shall be made by
Landlord.
(c) Method of Payment. Any payments pursuant to this Section 5 shall be additional rent payable by Tenant hereunder, and
in the event of nonpayment thereof, Landlord shall have the same rights with respect to such nonpayment as it has with respect
to any other nonpayment of rent hereunder.
(d) Refund of Property Taxes. If any Property Taxes previously included in any Actual Operating Expenses paid by Tenant
are subsequently refunded, Landlord shall pay to Tenant within thirty (30) days after receipt thereof Tenant’s Proportionate
Share of such refund, net of any costs of obtaining the refund not already included in Actual Operating Expenses. The foregoing
obligation of Landlord shall survive the expiration or earlier termination of this Lease
(e) End of Term. If this Lease shall terminate on a day other than the last day of an Operating Year, the amount of any
adjustment between Estimated Operating Expenses and Actual Operating Expenses with respect to the Operating Year in which
such termination occurs shall be prorated on the basis which the number of days from the commencement of such
9
st