Agmt22 City County Land Swap Leaseback Agrmt

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Property uses utilities which are jointly metered with utilities serving the Premises, Landlord shall reimburse Tenant (without markup) for Landlord's fair share of such utility charges, as determined by Tenant by comparing any increase in utility costs with an average of the prior six months of utility costs for the Property. 4.2 Conservation and Use Policies. Tenant, at its expense, shall comply with federal, state, or local governmental controls, rules, regulations, or restrictions on the use or consumption of energy or other utilities during the Term. 4.3 No Furnished Services. Landlord shall have no obligation to provide any Services to the Premises. Notwithstanding the foregoing, if Landlord, in Landlord's sole discretion, and with the agreement by Tenant, elects to provide Services, Tenant shall pay to Landlord upon demand the cost of any and all Services furnished to Tenant; the cost of installing, maintaining and repairing equipment and/or facilities for the delivery of such Services, if any; and any cost incurred by Landlord in keeping account of or determining such Services in accordance with rates established by Landlord, and Landlord may discontinue such Services upon thirty (30) days prior written notice to Tenant. Landlord, at its election, may cause an electrical or water meter (including, without limitation, any additional wiring, conduit or panel required therefor) to be installed (and Tenant shall pay to Landlord upon demand the cost therefor) to measure use of Services consumed by Tenant. 4.4 Exculpation of Liability. Landlord is not obligated to furnish any security patrol or any other Services to Tenant, and shall not be liable for any loss or damage suffered by Tenant or others, by reason of Landlord's failure to furnish or election to discontinue providing any security patrol or any of the Services. Landlord makes no representation with respect to the presence, adequacy or fitness of the heating, air conditioning or ventilation equipment on or about the Premises to maintain temperatures which may be required for, or because of, any equipment of Tenant. The exculpation of liability under this Section 4.4 shall not apply to the extent claims are caused by Landlord's sole or active negligence or willful misconduct. This Section 4.4 shall be interpreted only to extend to Services provided in a Proprietary Capacity as described in Seciton 18.3. Nothing in this Section shall be interpreted to extend to Services provided by Landlord in a Governmental Capacity within the meaning of Section 18.3. 5. TAXES. 5.1 Taxes. As used in this Lease "Taxes" means Property Taxes, Possessory Interest Taxes and Personal Taxes (if any). Tenant's obligations for Taxes for the last full or partial year of the Term and for any prior unpaid Taxes shall survive the expiration or earlier termination of this Lease. 5.2 Property Taxes. Although no Property Taxes are currently assessed, in the event they are assessed, whether due to a change in ownership or otherwise, Tenant shall pay such Property Taxes pursuant to Section 5.5 below. "Property Taxes" means and includes all of the following: all real property taxes, public infrastructure improvement assessments or any other assessments, levies, fees, exactions or charges, general and special, ordinary and extraordinary, unforeseen as well as foreseen (including fees "in lieu" of any such tax or assessment) which are assessed, levied, charged, conferred or imposed by any public authority upon the Property) or its operations, together with all taxes, assessments or other fees imposed by any public authority REV: 01-21-2022 SK 3 ATTY/AGR 2022.010 2/City- County Land Swap (Page 9 of 34)