|
entitled, no more frequently than once every calendar year during the Term and once after the end of
<br />the Term, to an independent audit of books of accounts, records, cash receipts, sales slips, and other
<br />pertinent data of Lessee, its permitted sublessees, licensees, or concessionaires to determine Gross Sales,
<br />such audit to be conducted by a certified public accountant designated by Lessor. If such an audit
<br />shows that there is a deficiency in the payment of any Percentage Rent, the deficiency shall become
<br />immediately due and payable. The cost of the audit shall be paid by Lessor unless the audit shows that
<br />Lessee has understated Gross Sales by more than 2%, in which case Lessee shall pay all costs of the
<br />audit. In the event that Lessee, its permitted sublessees, licensees, or concessionaires has failed to keep
<br />proper books of account, receipts, and records sufficient to enable the auditor to determine the
<br />Percentage Rent with reasonable accuracy, the auditor shall nonetheless determine the Percentage Rent
<br />with as much accuracy as circumstances permit. In the event such audit determines that Lessee has
<br />understated the Gross Sales by 3°k or more, Lessor may terminate this Lease in addition to the
<br />foregoing remedies if it is determined by arbitration that Lessee had knew that the Gross Sales were
<br />understated.
<br />Lessor shall not be entitled to conduct more than one audit with respect to any Lease Year.
<br />Lessor shall keep confidential all information gained in connection with any audit or inspection of
<br />records and all information provided in any ~'ercentage Rent report, and shall not disclose it to third
<br />parties; provided, however, that Lessor may disclose such information to the extent reasonably necessary
<br />in connection with financing arrangements or the assignment of Lessor's interest in the Premises as long
<br />as Lessor takes reasonable steps to ensure that the applicable lender or assignee keeps such information
<br />confidential.
<br />End of examples of alternative rent a justment clauses.
<br />3.6 Lessee shali pay to Lessor within 10 days after delivery of Lessor's statement, but not
<br />more often than monthly, Lessee's Share of the amount of all common area expenses incuned by
<br />Lessor relatin directly or indirectl to the drive aisles and ramps in Lessor's underground parking
<br />structure and t e s are structura e ements, suc as concrete walls, co umns and piers located at the
<br />northern boundary of Lessor's underground parking structure as e icte m Ex i it B("common
<br />areas"). Nothing herein, however, requires Lessor to incur costs or expenses or operating or
<br />maintaining the common areas. For the purposes of this Lease the term "Lessee's Share" of common
<br />area expense shall be equal to the amount of the expense multiplied by a fraction, the numerator of
<br />which is the gross number of square feet of Lessee's parking structure (including easement area) and the
<br />denominator is the sum of the gross number of square feet of Lessor's parking structure and Lessee's
<br />parking structure (excluding ramps to and from street level to the grade of the parking level). Lessor
<br />may, but is not required to, incur common azea maintenance expenses and costs which include, without
<br />limitation, costs and expenses for operating, maintaining, repairing, lighting, signing, cleaning, painting,
<br />striping, and policing common areas; alarm and security systems; sweeping, paving and striping
<br />common azeas; maintenance, repair and replacement of utility systems serving any common areas; and
<br />costs and expenses of repair or replacement of paving, curbs, walkways, ducts, conduits, lighting
<br />facilities, electrical lines, oles and conduits and similar items servin , in whole or in art, the common
<br />areas. Notwit stan mg t e oregoing, ssee s a pay or t e entire expense o repair o damage
<br />cause by the acts of Lessee or anyone claiming under Lessee or any agent, employee or invitee or
<br />either of them.
<br />Section 4.Use
<br />4.1 The Improvements may be used only for pedestrian oriented retail, offices, hotel,
<br />residential and other uses functionally related to public transit. However, the Improvements may not be
<br />used for the offering, sale or display of obscene materials or obscene performances (as defined in
<br />Salem Revised Code 96.030 in as in effect on June l, 1998); the sale of alcohol (except by a restaurant
<br />or eating establishment other than a tavern or baz); or the sale of tobacco products. The Improvements
<br />may not be used for any other purpose, operated under any other name, and may not be the subject of
<br />a change in concept without the written consent of Lessor. Lessee shall at all times maintain the
<br />Improvements with at least 75% of the available space occupied and operating (no more than 25% of
<br />the available space may be pemritted to "go dark" at any time), except in the case of a redevelopment of
<br />the Premises or Improvements with the prior written consent of Lessor.
<br />North Pad Ground Lease Courthouse Square
<br />Page - 5
<br />
|