Operating Costs

Operating Costs. Shall mean all costs incurred to insure, maintain, repair and replace (except with respect to Paragraph 6(c)) all elements of the Premises. Operating Costs include, but are not limited to, costs and expenses for the following: maintenance and repair and replacement (as necessary) of all structural and mechanical components of the Building including, but not limited to, exterior and interior walls, the roof, foundation and all components of the parking lots, driveways and sidewalks surrounding... the Building and located on the Premises (but not including costs incurred by Landlord in performing its obligations under Paragraphs 6(a) and 24); gardening and landscaping; utilities, water and storm sewer charges; maintenance of signs; fire alarm monitoring service; premiums for liability, property damage, fire and other types of insurance on the Premises and worker's compensation insurance; all Real Property Taxes (as defined below); all personal property taxes levied on or attributable to Tenant's personal property used in connection with the maintenance and operation of the Premises; fees for required licenses and permits; repairing, resurfacing by or at the direction of any governmental authority in connection with the use or occupancy of the Premises or the parking facilities included in the Premises; or painting, lighting, cleaning, refuse removal, security, if any, and other related charges. Operating Costs shall also include any parking charges, utilities surcharges, or other costs levied, assessed or imposed on the Premises pursuant to any covenants, conditions or restrictions to which the Premises are subject. View More

Operating Costs. Means all costs, charges and expenses incurred by Lessor in connection with ownership, operation, security, maintenance and repair of the Land, the Building, other improvements on the Land, appurtenances to the Building, parking, roadways, landscaping, lighting, sidewalks, and common or public areas, including but not limited to insurance on common areas, interior and exterior... maintenance, insurance, utilities, fees or expenses for management by Lessor or any other party, amortization of capital investments made to reduce Operating Costs, and amortization of repairs made to extend the life of the Building and other improvements. The following items shall be excluded in computing Tenant's share of Operating Costs applicable to the Premises: (1) Any ground lease rental. (2) Costs of capital repairs or capital replacements (except as specifically permitted herein), capital improvements and equipment; except those: (a) required by laws enacted on or after the date the temporary certificate of occupancy issued for the Tenant Improvements shall be validly issued with the cost of any such Improvements and equipment depreciated over the useful life of the improvement and/or equipment, or (b) installed at the Premises to reduce Operating Costs, with the cost of any such improvements and equipment depreciated over the useful life of the improvement and/or equipment. (3) Rentals for items (except when needed in connection with normal repairs and maintenance of the Building which shall be permitted) which if purchased, rather than rented, would constitute a capital improvement specifically excluded in Subsection 2 above. (4) Costs incurred by Lessor for the repair or replacement of damage to the Building or its contents caused by fire or other casualty. (5) Costs, including permit, license and inspection costs, incurred with respect to the installation of improvements made for tenants or other occupants in the Building or incurred in 2 3 renovating or otherwise improving decorating, painting or redecorating vacant space for tenants or other occupants of the Building. (6) Depreciation, amortization, lender's fees and interest payments except as permitted pursuant to Subsection 2 above and, if permitted, then determined in accordance with generally accepted accounting principles, consistently applied (as applied to commercial real estate) in accordance with the anticipated useful life of such item (as reasonably determined by Lessor). (7) Leasing commissions, attorneys' fees, space planning costs, and other costs and expenses in connection with negotiations of this Lease and other present or prospective tenants or other occupants of the Building. (8) Expenses in connection with services or other benefits which are not offered to Tenant but which are provided to another tenant or occupant of the Building. (9) Costs incurred by Lessor due to the violation by Lessor or any tenant or occupant of Building (other than Tenant) of the terms and conditions of any lease of space in the Building. (10) Overhead and profit increments paid to Lessor or to subsidiaries or affiliates of Lessor for goods and/or services in the Building to the extent the same exceeds the costs of such goods and/or services rendered by unaffiliated third parties on a competitive basis. (11) Interest, principal, points and fees on debts or amortization on any mortgage or mortgages or any other debt instrument encumbering the Building. (12) Any compensation paid to clerks, attendants or other persons in commercial concessions operated by Lessor in the parking areas of the Building. (13) All items and services for which Tenant or any tenant or occupant of the Building reimburses Lessor (other than through payment of Operating Costs), or which Lessor provides selectively to one or more tenants or occupants (other than Tenant) without reimbursement. 3 4 (14) Advertising and promotional expenditures, and the costs of acquiring and installing signs in or on the Building identifying the owner of the Building or any tenant or occupant of the Building. (15) Any costs associated with earthquake insurance, gift taxes, excess taxes or profit taxes, except as provided in paragraph (j) of this Section. (16) Capital expenditures incurred in connection with upgrading the Building (other than the interior of the Premises) to comply with handicap (ADA), hazardous material, fire and safety codes which were in effect prior to the date of the lease. (17) Tax penalties incurred as a result of Lessor's negligence, inability or unwillingness to make payments when due, not attributable to Tenant's failure to make payments to Lessor for such items in accordance with the Lease. (18) All special assessments in excess of $5,000 which can be paid by Lessor in installments, shall be paid by Lessor in the maximum number of installments permitted by law and not included as Operating Costs except in the year in which the assessment installment is actually paid. (19) Any and all costs arising from the presence of Hazardous Materials in or about the Building, including, without limitation, Hazardous Materials in the groundwater or soil. (20) Costs arising from Lessor's charitable or political contributions. (21) Costs to repair defects in the structural portions of the Building, but maintenance and repair of the roof and exterior of the Building may be included unless a capital repair or replacement. (22) Capital costs for sculpture, paintings, or other objects of art. (23) Costs (including all related attorneys' fees and costs of settlement judgments and payments in lieu thereof) arising from claims, disputes or potential disputes between Lessor and other tenants of the Building. 4 5 (24) Lessor's general corporate overhead and general administrative expenses, other than management services allocated to the Building. (25) Costs of any items for which Lessor is reimbursed by insurance, or otherwise compensated by parties other than tenants of the Building. (26) Costs of overtime or other expenses incurred by Lessor in curing its defaults or performing work expressly provided in the Lease to be borne at Lessor's expense. (27) Any legal fees associated with the sale or refinancing of the Building. (28) Damage and repairs necessitated by the negligence or willful misconduct of Lessor or Lessor's employees, contractors or agents. (29) Interest, penalties or other costs arising out of Lessor's failure to make timely payment of its obligations. (30) Any other expense which, under generally accepted accounting principles and practice, would not be considered a normal maintenance and operating expense. (31) Property management fees for a calendar year in excess of 6% of the sum of all Monthly Rent for that calendar year (or for a fiscal year if Lessor uses a fiscal year). View More

Operating Costs. Means all costs of managing, operating, maintaining and repairing the Property, including all costs, expenditures, fees and charges for: (A) operation, maintenance and repair of the Property (including maintenance, repair and replacement of glass, and landscaping and maintenance of the roof covering or membrane); (B) utilities and services (including telecommunications facilities and equipment, recycling programs and trash removal), and associated supplies and materials; (C) compensation... (including employment taxes and fringe benefits) for persons at or below the level of the building manager who perform duties in connection with the operation, management, maintenance and repair of the Building, such compensation to be appropriately allocated for persons who also perform duties unrelated to the Building; (D) property (including coverage for earthquake and flood if carried by Lessor), liability, rental income and other insurance relating to the Property, and expenditures for deductible amounts paid under such insurance; (E) licenses, permits and inspections; (F) complying with the requirements of any law, statute, ordinance or governmental rule or regulation or any orders pursuant thereto (collectively "Laws"); (G) amortization of capital improvements required to comply with Laws, or which are intended to reduce Operating Costs or improve the utility, efficiency or capacity of any Building System, with interest on the unamortized balance a rate equal to two hundred basis points over the Prime Rate, as published by The Wall Street Journal, over such useful life as Lessor shall reasonably determine; (H) property management fees in an amount equal to three percent "*" of Base Rent and Costs payable to Lessor; (I) a reasonable allowance for depreciation on machinery and equipment used to maintain the Property on other personal property owned by Lessor in the Property (including window coverings and carpeting in common areas); (J) the Building's share of any shared or common area maintenance fees and expenses (including costs and expenses of operating, managing, owning and maintaining the surface parking lot and the common areas of the Project); and (K) any other cost, expenditure fee or charge, whether or not hereinbefore described, which in accordance with general accepted property management practices would be considered an expenses of managing, operating, maintaining and repairing the Property. Operating Costs shall not include (i) capital improvements (except as otherwise provided above); (ii) costs of special services rendered to individual tenants (including Tenant) for which a special charge is made; (iii) interest and principal payments on loans or indebtedness secured by the Building; (iv) costs of improvements for Tenant or other tenants of the Building; (v) costs for which Lessor is reimbursed by other tenants of the Building other than through payment of tenants' shares of increases in Operating Costs and Taxes; (vi) leasing commissions, attorneys' fees and other expenses incurred in connection with leasing space in the Building or enforcing such leases; (vii) depreciation or amortization, other than as specifically enumerated in the definition of Operating Costs above; (vii) costs, fines or penalties incurred due to Lessor's violation of Law; (viii) any costs or expenses associated with the second-level parking lot; and (viv) those exclusions set forth on Exhibit F attached hereto. * Omitted pursuant to a request for confidential treatment. 2 View More

Operating Costs. As defined in the Operating Agreement also specifically shall include the Expansion Project Budget and, if the Additional Expansion Project is approved by the Members, the project budget for such Additional Expansion Project, each to the extent applicable.

Operating Costs. Shall be determined in accordance with Company's system of accounting, and shall include all costs and expenses not otherwise accounted for with respect to business done with members, and shall be net of results from beet seed and other miscellaneous member business.

Operating Costs. Means operating costs associated with Product shipping, packaging, warehousing (including all costs historically included by UNITED as warehousing costs) and storage functions, including without limitation labor (including direct and indirect costs, such as employee benefits, insurance, etc. ), supplies, and utilities.

Operating Costs. Means any and all costs and expenses incurred by the Landlord for services performed by the Landlord or by others on behalf of the Landlord with respect to the operation and maintenance of the Premises, Building, the Project, and the Common Areas located therein and serving or allocable to the Premises (including the Parking Areas) in a manner deemed reasonable and appropriate by Landlord, including, without limitation, all costs and expenses of: (a) ... operating, maintaining, repairing, lighting, signing, cleaning, removing trash from, painting, striping, controlling of traffic in, controlling of rodents in, policing and securing the Common Areas (including, without limitation, the costs of parking lot attendants, uniforms, equipment, assembly permits, supplies, materials, security alarm and life safety systems, and maintenance and service agreements); (b) purchasing and maintaining in full force insurance for the Project as deemed necessary in Landlord's discretion (including, without limitation, liability insurance for personal injury, death and property damage, rent insurance, insurance against fire, extended coverage, theft or other casualties, workers' compensation insurance covering personnel, fidelity bonds for personnel, insurance against liability for defamation and claims of false arrest occurring on or about the Common Areas, and plate glass insurance); (c) operating, maintaining, repairing and replacing machinery, furniture, accessories and equipment used in the operation and maintenance of the Project, and the personal property taxes and other charges incurred in connection with such machinery, furniture, accessories and equipment; (d) maintaining and repairing roofs, awnings, paving, curbs, walkways, drainage pipes, ducts, conduits, grease traps and lighting fixtures throughout the Common Areas; (e) interior and exterior planting, replanting and replacing flowers, shrubbery, trees, grass and planters; 2 (f) providing electricity, heating, ventilation and air conditioning to the Common Areas and HVAC service to the Building (it being understood that Tenant shall pay for its own electricity and that the costs of any electricity that is provided to other tenants shall not be included in Operating Costs), and operating, maintaining and repairing any equipment used in connection therewith, including, without limitation, costs incurred in connection with determining the feasibility of installing, maintaining, repairing or replacing any facilities, equipment, systems or devices which are intended to reduce utility expenses of the Project as a whole and repair and maintenance of HVAC facilities and related electrical and mechanical equipment serving all rentable square feet of office space in the Project; (g) water and sanitary sewer services and other services, if any, furnished to the Premises, Common Areas and all rentable square feet of office space in the Project for the non-exclusive use of tenants; (h) parcel pick-up, delivery and other similar services; (i) enforcing any operating agreements pertaining to the Common Areas or any portions thereof, and any easement and/or rights agreements entered into by the Landlord for the benefit and use of the Landlord, the Project or tenants thereof, or any arbitration or judicial actions undertaken with respect to the same; (j) cleaning, maintaining and repairing the Project, including, without limitation, exhaust systems, sprinkler systems, pumps, fans, switchgear, loading docks and ramps, freight elevators, escalators, passenger elevators, stairways, service corridors, delivery passages, utility plants, transformers, doors, walls, floors, skylights, ceilings and windows; (k) commercially reasonable, out-of-pocket, third party accounting, audit and management fees and expenses, including a commercially reasonable property management fee not to exceed five percent (5%), payroll, payroll taxes, employee benefits and related expenses of all personnel engaged in the operation, maintenance, and management of the Project, including, without limitation, any maintenance personnel, secretaries and bookkeepers (including, specifically, uniforms and working clothes and the cleaning thereof, tools, equipment and supplies used by such personnel, and the expenses imposed on or allocated to the Landlord or its agents pursuant to any collective bargaining or other agreement), office expenses for on-site maintenance and/or management office; (l) the cost and expense of complying with all federal, state and local laws, orders, regulations and ordinances applicable to the Project which are now in force, or which may hereafter be in force; (m) the cost (including legal, architectural and engineering fees incurred in connection therewith) of any improvement made to the Project during any Operating Year either (x) in order to comply with a legal requirement or insurance requirement, 3 whether or not such legal requirement or insurance requirement is mandatory, (y) with the reasonable expectation by Landlord of reducing Operating Costs (as, for example, a labor-saving improvement) or enhancing services, or (z) in lieu of a repair; provided, however, (i) to the extent the cost of such improvement is required to be capitalized under generally accepted accounting principles, such cost shall be amortized over the useful economic life of such improvement as reasonably estimated by Landlord, and the annual amortization shall be deemed an Operating Cost in each of the Operating Years during which the cost of the improvement is amortized; and (ii) in no event shall the amount included in Operating Costs in connection with a capital improvement of the nature described in clause (y) above exceed the annual amount by which Operating Costs were reduced as a result of such capital; (n) providing janitorial and trash removal services to the Project and Premises; and (o) all other costs of maintaining, repairing or replacing any or all of the Building (including expenses of landscaping, snow, ice, water and debris removal, outdoor lighting, road maintenance and exterior signage relating to the Project); Notwithstanding the foregoing, the following items shall be excluded from Operating Expenses: (a) franchise or income taxes imposed upon Landlord; (b) debt service on Mortgages and any costs and expenses relating to a refinancing or debt modification, including legal fees, title insurance premiums, survey expenses, appraisal, environmental report, or engineering report; (c) leasing commissions, brokerage fees or legal fees incurred in connection with the negotiation and preparation of letters, deal memos, letters of intent, leases and related documents with respect to the leasing, assignment or subletting of space for any occupant of the Building; (d) the cost of tenant installations incurred in connection with preparing space for a new tenant or refurbishing or renovating space for an existing tenant; (e) salaries and other compensations of personnel not involved in the day to day management and operations of the building. (f) any expense for which Landlord is otherwise compensated through the proceeds of insurance or is otherwise compensated by any tenant (including Tenant) of the Building for services in excess of the services Landlord is obligated to furnish to Tenant hereunder; (g) Landlord's gifts to tenants and advertising and promotional costs for the Building; (h) costs of compliance with the Americans with Disabilities Act; 4 (i) capital costs, depreciation or amortization (except as provided in the list of inclusions for Operating Costs under item (m) above); (j) costs incurred by Landlord due to a violation of any lease in the Building or penalties or charges arising due to violation of any Legal Requirement or Insurance Requirement required to be complied with by Landlord; (k) costs incurred from Landlord's charitable or political contributions; (l) attorneys fees and disbursements and other expenses, including settlements, incurred in connection with disputes with the Mortgagee or other tenants or occupants of the Building or associated with the enforcement of any leases or the defense of Landlord's title or interest in the Project or any part thereof; (m) bad debt losses or reserves; (n) accounting fees incurred in preparing Landlord's financial reports for Landlord, its partners, affiliates or any Mortgagee or in preparing Landlord's tax returns or other accounting fees not directly related to the operation of the Building or the preparation of Operating Statements; (o) all costs of correcting latent defects in construction of the Building, provided that Tenant shall have the burden of proof in establishing that such costs are attributable to latent defects in construction as opposed to ordinary wear and tear or other causes; (p) travel and meal expenses of Landlord's management and leasing employees; (q) cost of increases in insurance premiums due solely to the activities of another tenant; (r) cost of removal of Hazardous Wastes from the Project which were performed or should have been performed pursuant to environmental studies and recommendations received by Landlord in connection with the initial construction, renovation, and/or rehabilitation of the Building or due to any other pre-existing environmental condition; and (s) all costs applicable solely to any additional buildings constructed on the Project. 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Operating Costs. Shall include all costs for activities necessary for the operation of the Project, including labor, raw materials, utilities, insurance costs, replacement parts and maintenance. It is understood and agreed that "OPERATING COSTS" will not include any allocations for depreciation or the capital costs of the RTP(TM) equipment.

Operating Costs. All costs incurred in producing such Well and disposing of such production including, but not limited to: (1) Labor and other services necessary for the maintenance and operations of such Well; (2) Materials, supplies, transportation, repairs, and replacements used in the maintenance and operation of such Well, including replacements for all parts of machinery, equipment, tanks, or other equipment to replace and/or repair original Well and/or lease equipment; (3) Reworking or re-equipping such... Well; (4) Gathering, treating, processing, transporting, and marketing of production from such Well; and ad valorem, severance, gathering, windfall profits, or other applicable taxes; and (5) That portion allocated to such Well in accordance with the usual and customary accounting practices of all other costs (including, but not limited to, overhead costs of the Contract Operator as set out in the JOA) which, pursuant to such accounting practices, are determined to be Operating Costs. View More

Operating Costs. 11(a)