FIRST AMENDMENT TO SUBLEASE AND RENT CREDIT AGREEMENT

Transcription

1 FIRST AMENDMENT TO SUBLEASE AND RENT CREDIT AGREEMENT THIS AMENDMENT TO SUBLEASE AGREEMENT (this "First Sublease Amendment") is entered into as of May 20, 2013, (the "Effective Date") by and among the Pittsburg Arts and Community Foundation, Inc., a California 501(c)(3) non-profit corporation ("Lessor") and Lincoln Child Center, a California 501(c)(3) non-profit corporation ("Sublessee"). (collectively, the "Parties") for the purpose of amending that certain Sublease (the "Sublease") dated September 19, 2011 by and between PACF and Sublessee. Capitalized terms have the meanings set forth in the Ground Lease, or as otherwise set forth in this Amendment. RECITALS A. PACF and Sublessee have heretofore executed the Sublease pursuant to which the PACF leased certain real property located at 51 Marina Boulevard, Suite D & F (the "Property"). B. PACF and Sublessee desire to enter into this First Sublease Amendment and Rent Credit Agreement to extend the leased space to include Suite B and establish terms for rent credit equivalent to the Sublessee's cost for design and construction of tenant improvements for Suite B. C. In order for Sublessee to occupy Suite B, certain tenant improvements (the "Improvements") must be constructed at an estimated cost of Two Hundred Ten Thousand Dollars ($210,000). D. In order to finance the cost of the Improvements, as Lessor has agreed to provide a rent credit to Sublessee in an amount not to exceed Two Hundred Ten Thousand ($210,000) for the construction of a portion of the Improvements (the "Rent Credit"), subject to the terms and conditions of this Agreement. E. The Improvements are not constructed as of the Effective Date of this Agreement, and no certificate of occupancy for the Premises has been issued by the City. F. Capitalized terms used in this First Sublease Amendment have the meaning set forth in the Sublease. NOW, THEREFORE, in consideration of the mutual covenants set forth herein, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: Section 1. The Effective Date of First Sublease Amendment is May 20, 2013.

2 Section 2. The "Amendment Commencement Date" for certain terms of this First Sublease Amendment shall be the earlier of the First Day of the month following issuance of a Certificate of Occupancy for Suite B, or October 1, Terms of the Sublease for Suites D & F remain in effect for all sections of this First Lease Amendment that reference the Amendment Commencement Date. All other sections of this First Sublease Amendment are effective as of the Effective Date. Section 3. Recital E. is hereby amended as follows (strikethrough is deletion, italics is addition): E. Lessor desires to lease approximately Six Thousand Seven Hundred Eighty Eight (6,788) Eight Thousand Four Hundred Fifty- Two (8,452) square feet within the Marina Building, and as more particularly described in Exhibit A to this Amendment, attached hereto and incorporated herein by this reference ("the Premises") to the Sublessee, and the Sublessee desires the lease the Premises from the Lessor. Section 4. Section is hereby amended as follows: Section 2.2 Term of Agreement Initial Term. The term of this Agreement ("Term") commences on the Effective Date and unless sooner terminated as provided herein expires on September 30, January 31, Section 5. Section is amended as follows: Sublease Extension Term. Provided that Sublessee is not in default under the terms of this Agreement, and in the event the Landlord has entered into a Master Lease Renewal Term, Landlord has the option to extend this Agreement for one (1) three year five-year period (the "Sublease Extension Term") commencing on October 1,2016.February 1, Section 6. Section Commencing on the Amendment Commencement Date, Base Rent table is replaced in its entirety with the table that follows: Time Period Monthly Rent Total forperiodi Year 1 (10/1/2013 to 9/30/2014) $9,550 $114,600 Year 2 (10/1/2014 to 9/30/2015) $9,800 $117,600 Year 3 (10/1/2015 to 9/30/2016) $10,000 $120,000 Year 4 (10/1/2016 to 9/30/2017) $10,300 $123,600 Year 5 (10/1/2017 to 9130/2018) $10,600 $127,200 Year 6(10/1/2018 to 9/30/2019) $10,800 $129,600 Year 7 (10/1/2019 to 1/31/2021) (16 months) $11,150 $178,400

3 Section 7. Section 2.6 Payment of Utilities is amended as follows: 2.6 Payment of Utilities. Rent includes a utility allowance for electricity and Utility Costs on October 1, 2012, and each October 1 thereafter and compute average monthly costs based on the annual cost. Sublessee hereby agrees to reimburse Lessor for any amount paid by lessor that is above the average Sublessee shall be responsible for payment of gas and electricity costs for Suite B, and for electricity cost for Suites D and F as of Amendment Commencement Date of this First Sublease Amendment. Sublessee shall have control of the thermostat and climate control programming for Suites D and F. Utility cost for gas usage in Suite D and F shall be the responsibility of Lessor. Rent also includes costs for refuse disposal, water and sewer usage by Sublessee. Section 8. Section 2.7 Common Area Maintenance Charges is hereby added to the Sublease as follows: Section 2.7 Common Area Maintenance Charges Sublessee's Share of Operating Costs. Commencing on the Amendment Commencement Date, in addition to all other sums due under this Lease, Sublessee shall pay to Lessor, in the manner and at the times set forth in this Section, Sublessee's Share of Operating Costs (as defined in Section 2.4.1(c)) for each Lease Year or other fiscal year that may be established by Lessor during the Term. (a) The phrase "Operating Costs" means the sum of Building and Common Area Costs. (b) The term "Building and Common Area Costs" means all costs and expenses of every kind and nature whatsoever as may be paid or incurred by Lessor, related entities, or third parties in operating, managing, insuring, repairing and maintaining the Buildings and/or the Common Areas in the Marina Building, computed in accordance with generally accepted accounting principles consistently applied or such other method of accounting as may be adopted by Lessor. Building and Common Area Costs include, but are not limited to costs and expenses incurred with respect to the items enumerated in Paragraph 2 of Exhibit B to the First Amendment to Sublease. Building and Common Area Costs do not include those items enumerated as "Building and Common Area Costs Exclusions". (c) "Sublessee's Share of Operating Costs" will be determined by multiplying total Operating Costs by the fraction calculated by dividing total square feet of the Premises by the total square feet of retail ground floor space of the Marina Building, less any negotiated credit or discount agreed to in writing by the Parties.

4 (d) Sublessee shall pay to Lessor, on the first day of each month during the Term, an amount equal to Sublessee's estimated Share of Operating Costs for the Lease Year in question divided by the number of months (full or partial) in such Lease Year ("Sublessee's Monthly Operating Costs Payment"). Payment of Sublessees Monthly Operating Costs will commence on the Commencement Date. The Initial Sublessee's Monthly Operating Costs payment is One Thousand Seven Hundred Twenty-Three Dollars ($1,723.00) per month (Three Hundred Ninety-nine dollars per ($399) month for Suite B and One Thousand Three Hundred Twenty-Four ($1,324) dollars per month for Suites D and F.) This is a negotiated amount agreed to by Tenant and PACF to achieve a consistent per-sf rate for all space leased by Tenant at the Premises, and includes application of a CAM credit by PA CF. (e) CAM payments shall commence on Commencement Date for the First Lease Amendment. (0 Annual Adjustments. Within ninety (90) days following the end of each Lease Year, or within a reasonable time thereafter, Lessor shall prepare and deliver to Sublessee a statement setting forth the calculation of Sublessee's actual Share of Operating Costs for the previous Lease Year. Within thirty (30) days after receipt of the statement of Sublessee's actual Share of Operating Costs, Sublessee shall pay to Lessor, or Lessor shall credit against the next Monthly Operating Costs Payment due from Sublessee, as the case may be, the difference between Sublessee's actual Share of Operating Costs for the preceding Lease Year and the amount of Sublessee's Monthly Operating Costs Payments paid by Sublessee during such Lease Year; except, Lessor shall pay Sublessee any excess at the time Lessor furnishes the statement to Sublessee in connection with the final adjustment of Operating Costs for the last Lease Year, provided Sublessee is not in default under any provisions of this Lease. The Parties may continue or revise the negotiated mutually agreed CAM amount in order to achieve a consistent per-sf rate for all space leased by Tenant at the Premises. Section 9. Section 4. 1(g) through (j) are hereby added to the Sublease as follows: 4.1. (g) All work must be approved in writing by the Lessor prior to installation of any material change to the Premises (h) Sublessee shall provide to Lessor executed construction contracts with a general contractor for the construction of the Improvements which includes the ability to issue a notice to proceed to the general contractor within the schedule set forth in this Agreement. Sublessee shall provide the Lessor prior written notice of any material change, modification, revision or alteration to the approved Financing Plan and shall submit any such material change, modifications, revisions or alterations to the Lessor for approval and the Lessor will have ten (10) business days to approve. In connection with construction of the Improvements, and before such construction commences, Sublessee shall furnish the Lessor with a performance

5 bond in an amount not less than one hundred percent (100%) of the construction contract (or, in the event Sublessee serves as its own general contractor, 100 percent of the anticipated construction costs of the Improvements), and a payment bond guaranteeing the completion of the Improvements free from liens of materialmen, contractors, subcontractors, mechanics, laborers, and other similar liens. The payment and performance bonds must be issued by a responsible surety company, licensed to do business in California and with a financial strength and credit rating acceptable to the Lessor, and shall remain in effect until the entire construction costs for the Improvements have been paid in full. Any such bonds must be in a form satisfactory to the Lessor in its reasonable discretion. (j) For the purposes of assuring compliance with this Agreement, representatives of the Lessor have the reasonable right of access to the Premises at normal construction hours during the period of construction for the purposes of this Agreement, including, but not limited to, the inspection of the work being performed in constructing the Improvements and to ensure appropriate design and construction quality. Such representatives of the Lessor shall be those who are so identified in writing by the Executive Director. Section 10. Section is hereby added to the Sublease as follows: Approval of Improvements. Subject to construction in compliance with the provisions of Article IV of this Agreement, Sublessee shall construct all Improvements, changes, utility installations and alterations necessary to conduct the Business in a manner substantially similar to those conceptual tenant improvement plans set forth in Exhibit C to the First Amendment to Sublease. Section 11. Section Number 7.3 Rent Credit for Construction of Sublessee Improvements is hereby added to the Sublease as follows: Provided Sublessee is not in default under this Agreement, commencing on the Amendment Commencement Date and continuing until the Rent Credit is credited in full, Lessor shall reduce the amount of Base Rent due in each year by the remaining Rent Credit in accordance with Sections 7.7 and 7.9 and the following schedule:

6 Time Monthly Rent Annual Rent Rent CreditAnnual Rent Due Period (Maximum) Year 1 $9,550 $114,600 $114,600 $0 Year 2 $9,800 $117,600 $95,400 $22,200 Year 3 $10,000 $120,000 $0 $120,000 Year 4 $10,300 $123,600 $0 $123,600 Year 5 $10,600 $127,200 $0 $127,200 Year 6 $10,800 $129,600 $0 $129,600 Year 7 $11,150 $178,400 $0 $178,400 Totals: n/a $911,000 $210,000 $701,000 Section 12. Section Number 7.4 Security Deposit for Tenant Improvements is hereby added to the Sublease as follows: Upon execution of this Agreement, the Sublessee shall pay to the Lessor a security deposit in the amount of Ten Thousand Dollars ($10,000) (the "Security Deposit"). The Security Deposit in not refundable if Sublessee terminates this Agreement prior to issuance of a Certificate of Occupancy by the City for Suite B. Following issuance of a Certificate of Occupancy for the Premises by the City, and provided further that Sublessee is not in default under this Agreement, Lessor shall return the Security Deposit to the Sublessee upon termination of this Agreement. Lessor has no obligation to pay or earn interest on the Security Deposit, but if interest is paid thereon, such interest shall become part of the Security Deposit. Section 13. Section Number 7.5 Use of Security Deposit for Tenant Improvements is hereby added to the Sublease as follows: If the Sublessee is in default with respect to any provision of this Agreement, the Lessor may, but shall have no obligation to, use the Security Deposit or any portion of the Security Deposit to cure such default or to compensate the Lessor for any damage or reasonable expense sustained by the Lessor and resulting from such default, but only after providing the Sublessee with an opportunity to cure such default pursuant to the provisions of Section The Lessor shall provide the Sublessee with evidence of damages incurred as a result of a default by the Sublessee. If this Agreement has not been terminated as a result of such default, the Sublessee, on demand from the Lessor, shall promptly restore the Security Deposit to the full amount required by Section Section 14. Section Number 7.6 Schedule of Performance for Tenant Improvements is hereby added to the Sublease as follows: Sublessee shall submit construction drawings to the applicable parties and receipt of all applicable building and design review permits and any other required state, county, or City approvals ("Permits") and complete all Improvements and receive a Certificate of Occupancy from the City of Pittsburg Building Division by no later than October 1, 2013 in accordance with the Schedule of Performance. Lessor may extend such deadlines at the Lessor's sole discretion.

7 Section 15. Section 7.7 Rent Credit for Certain Improvements is hereby added to the Sublease as follows: Lessor will provide the Rent Credit for certain Improvements described in Exhibit C to First Amendment to Sublease ("Reimbursable Improvements"), attached to this Agreement and incorporated herein by this reference, in an amount not to exceed TWo Hundred Ten Thousand ($210,000). This amount is not inclusive of the total estimated construction costs. Lessor will not issue Rent Credit to Sublessee for any removable fixtures or equipment. Rent Credit for Rent Credit eligible Improvements will be made in accordance with Section 7.9 of this Agreement. All costs for construction of tenant improvements over and above Two Hundred Ten Thousand Dollars ($210,000) are the sole responsibility of Sublessee unless authorized in advance by written instrument by the Lessor, Section 16. Section 7.8 Prevailing Wages is hereby added to the Sublease as follows: To the full extent required by all applicable state and federal laws, rules and regulations, if any, Sublessee and its contractors and agents shall comply with California Labor Code section 1720 et seq. and the regulations adopted pursuant thereto ("Prevailing Wage Laws"), and are responsible for carrying out the requirements of such provisions. If applicable, Sublessee shall submit to Lessor a plan for monitoring payment of prevailing wages and shall implement such plan at the sole expense of Sublessee. Sublessee shall indemnify, defend (with counsel approved by Lessor) and hold the lndemnitees harmless from and against all Claims which directly or indirectly, in whole or in part, are caused by, arise in connection with, result from, relate to, or are alleged to be caused by, arise in connection with, or relate to, the payment or requirement of payment of prevailing wages (including without limitation, all claims that may be made by contractors, subcontractors or other third party claimants pursuant to Labor Code sections 1726 and 1781) or the requirement of competitive bidding in the construction of the Improvements, the failure to comply with any state or federal labor laws, regulations or standards in connection with this Agreement, including but not limited to the Prevailing Wage Laws, or any act or omission of Sublessee related to this Agreement with respect to the payment or requirement of payment of prevailing wages or the requirement of competitive bidding, whether or not any insurance policies shall have been determined to be applicable to any such Claims. It is further agreed that Lessor does not and will not waive any rights against Sublessee that they may have by reason of this indemnity and hold harmless agreement because of the acceptance by Lessor, or deposit by Sublessee to Lessor of any of the insurance policies described in this Agreement. The provisions of this Section 7.2 survive the expiration or earlier termination of this Agreement. The indemnification obligations of Sublessee as set forth in this Section shall not apply to Claims arising from the gross negligence or willful misconduct of the lndemnitees.

8 Section 17. Section 7.9 Request for Rent Credit is hereby added to the sublease as follows: Sublessee shall submit evidence of the costs of construction of Improvements eligible for the Rent Credit in substantially the form attached hereto as Exhibit D to First Amendment to Sublease (Form of Requisition) (each a "Requisition"). Sublessee shall submit each Requisition to the Lessor stating the purpose and amount of the eligible Improvement. Sublessee shall attach copies of any documents supporting the Requisition, including invoices, bids, contracts, payment schedules, photographs, product specifications, and evidence of the payment of construction expenses (as applicable), by Sublessee, required to have been credited by Lessor under all prior Requisitions. The supporting documents shall state the time period in which work was performed, and the expenses to be funded with the Improvement allocation. Each Requisition must be numbered and specifically indicate the construction budget line items for which payment is requested, the percentage of the line item requested and the cumulative amount of the Rent Credit provided to date. Lessor shall inspect each construction budget line item for which payment is requested and determine whether each budget line item is deemed complete and accepted by Lessor. Rent Credit shall only be made for those items specifically requested in writing pursuant to the Requisition process set forth in this Agreement. Lessor is only obligated to provide a Rent Credit up to the total amount of the Requisitions both received and approved by Lessor. Section 18. All other provisions under the Sublease remain in full force and effect. IN WITNESS WHEREOF, the Parties hereto have entered into this First Sublease Amendement as of the Effective Date. PITTSBURG ARTS AND COMMUNITY FOUNDATION, a California 501(c)(3) nonprofit corporation ATTEST: By: By: at Board Secretary APPROVED AS TO FORM:

9 LINCOLN CHILD CENTER, a California 501 (c)3 non profit Corporation By: G. /7. / 3 e1112-1c77"re- f -

10 LIST OF EXHIBITS A: Premises B: Building And Common Area Costs Categories C: Improvements D: Form of Requisition for Rent Credit

11 EXHIBIT A Premises OUTDOOR DINING 156 SF T OUTDOOR.( DINING 113 SF RETAIL SF --- Suite B Suite C 16,1) ulual e N. rr-teuoi (1664 square feet) OUTDOOR DINING 303 SF PROMENADE 1St Floor Retail Areas SCALE NONE SQUARE FOOTAGE IS MEASURED FROM OUTSIDE FACE OF EXTERIOR WALLS AND CENTERLINE OF INTERIOR WALLS, IT INCLUDES THE AREAS OF INTERIOR AND EXTERIOR COLUMNS Plaza Marina 51 MARINA BOULEVARD, PITTSBURG, CALIFORNIA James Miller & Associates, Architecture and 600 Cumberland Street, Pittsburg, CA phone: (925) Suite C Indoor (1662 SF) Suite C Outdoor (764 SF) Suite E SF) Planning fax: (925) /15/10 A1.1

12 EXHIBIT B Building And Common Area Costs Categories 1. Building and Common Area Costs Exclusions. The following are costs and items that are excluded from the computation of Building and Common Area Costs: (a) leasing commissions, attorneys' fees, costs and disbursements and other expenses incurred in connection with leasing, renovating or improving space for sublessees or prospective sublessees of the Marina Building; (b) costs (including permit, license and inspection fees) incurred in renovating, improving, decorating, painting or redecorating space for sublessees or vacant space; (c) Lessor's costs of any services sold or provided to Sublessees for which Lessor is entitled to be reimbursed by such sublessees as an additional charge or rental over and above Rent and Operating Costs payable under the lease with such sublessee or other occupant; (d) any depreciation on the Marina Building except as expressly permitted herein; (e) costs incurred due to violation by Lessor of any of the terms and conditions of this Lease or any other lease relating to the Marina Building; (f) principal and interest payments on debt secured by any mortgages or deeds of trust encumbering the Marina Building, or ground lease payments; (g) all items and services for which sublessee reimburses Lessor outside of Building and Common Area Costs or pays to third persons or which Lessor provides selectively to one or more Sublessees or occupant of the Marina Building (other than Sublessee) without reimbursement; (h) advertising, marketing and promotional expenditures; and (i) repairs or other work occasioned by fire, windstorm, earthquake, or other cause paid for through insurance or condemnation proceeds. 2. Building and Common Area Cost Examples. The following are, without limitation, examples of costs and items included within the computation of Building and Common Area Costs: (a) costs of operation and repairs of loud speakers and any equipment to supply music or intercom capability to the Buildings and/or Common Areas;

13 (b) costs in providing garbage, rubbish and waste pickup and disposal, and in providing an extermination program; (c) costs of janitorial service for the Common Areas, skylight cleaning, window washing service for exterior surfaces of exterior windows (including storefronts and awnings), and other operational, maintenance and repair expenses incurred with respect to the Buildings and/or Common Areas (including, without limitation, materials, supplies, equipment and tools therefore and rental and depreciation costs related to any of the foregoing) or contracts with third parties to provide same; (d) costs in providing,all forms of security; (e) insurance premiums for such insurance coverages, limits and endorsements as Lessor may, in its sole discretion, elect to maintain with respect to the Marina Building, including, without limitation: (i) casualty insurance covering the Buildings, Common Areas and other improvements comprising the Marina Building, which may include coverage for sprinkler leakage, rent abatement, earthquakes, flood and/or other risks determined to be insured by Lessor from time to time; and (ii) comprehensive or commercial general liability insurance, the cost of which insurance premiums may include an allocation of a portion of a premium of a blanket insurance policy maintained by Lessor; (f) costs of operation, maintenance, and repair (including replacement of components) of heating, ventilation and air conditioning systems, fire prevention sprinkler systems, elevators, escalators, and all other mechanical or electrical systems serving the Buildings and/or Common Areas, and service agreements for all such systems and equipment; (g) costs of electricity (including, without limitation, electricity consumed by Sublessees' signs that are connected to a common meter), water, sewer charges and other utility charges with respect to the Common Areas, and costs of water (hot and cold) provided to Sublessees at the Marina Building; (h) license, permit and inspection fees; (i) costs of compliance with any fire, safety or other governmental rules, regulations, laws, statutes, ordinances or requirements imposed by any governmental authority or insurance company with respect to the Marina Building; (j) wages, salaries, employee benefits and taxes (or an allocation of the foregoing) for personnel working full or part time in connection with the operation, maintenance and management of the Marina Building;

14 (k) that portion of accounting and legal services attributable to the Buildings and/or Common Areas (but excluding legal services in connection with negotiations and disputes with specific Sublessees unless the matter involved affects all Sublessees of the Marina Building); (I) administrative fees (in an amount equal to ten percent (10%) of Building and Common Area Costs (exclusive of insurance premiums and costs)), management fees for the Marina Building [if Lessor manages the Marina Building, the amount included for management fees shall not exceed the amount typically charged by independent management companies (not receiving commissions on rental of space or renewal of leases) in Contra Costa County, California] and Lessor's overhead expenses allocated to the Marina Building management; (m) costs of indoor and outdoor landscaping and seasonal decor (including planting, replanting, and replacing flowers and bushes) and maintenance thereof, and maintenance replacement, and storage of flags and banners; (n) expenses and fees (including attorneys' fees) incurred contesting the validity or applicability of any governmental enactments which may affect Operating Costs; (o) personal property taxes on all items of equipment and personal property used in connection with the management and operation of the Marina Building; (p) costs of operating and maintaining the Marina Building monument and/or pylon signs (less amounts actually paid to Lessor by Sublessees that have their names on any such signs); (q) costs of operating and maintaining outside food areas of the Marina Building, including, without limitation, removal of garbage and debris, cleaning of tables, chairs and floors in such areas, except that any such costs incurred in connection with outside food areas designated exclusively for specific restaurant Sublessees shall not be included. The enumeration of certain items of costs and expenses that comprise Building and Common Area Costs do not impose on Lessor any specific obligations with respect to the maintenance and operations of the Marina Building. INITIALS: DATE: 6, 1,13 Lessor Sublessee Cv

15 EXHIBIT C Improvements for Suite B WMPAIT 4Aq 011, (0)- v72,7p-s,,i15h6r- fl I E '-- -ow> AVM, ral cat Ima ledialsala, e I M ILLI4A AMIIIMMOr 114 =mama MIMES 41[1111r EMEIMMOMMIfflibilin Ar-iivria) 24 A2.1

16 EXHIBIT D (SAMPLE) Form of Requisition for Rent-Credit-Eligible Improvements Requisition No. Reference is made to that certain First Amendment to Sublease Agreement, dated as of May 20, 2013 (the "Agreement"), by and between by and between the Pittsburg Arts and Community Foundation, Inc. a California 501(c)(3) non-profit corporation ("Lessor") and TENANT., a California Corporation, doing business as TENANT ("Sublessee"). Sublessee requests a rent credit in the amount of $ as Rent Credit for the costs incurred by Sublessee for the Improvements as set forth on Schedule 1 attached hereto. The rent of the amount specified above, when added to all previous rent credits, will result in not more than $ of such funds having been used to pay or reimburse Sublessee for costs incurred in construction of the Tenant Improvements. The balance of the rent credit allocation after the rent credit requested pursuant to this requisition is $ Approval: Pittsburg Arts and Community Foundation, Inc.

17 [Form of] Schedule # : [To be submitted by Sublessee to the Lessor for review and approval with the submission of the related requisition] 1. Description and costs of work: 2. Dates work performed: Expense Number Expense 1 Date Paid To Total Amount Amount Eligible for Rent Credit Purpose Supporting Documents Attached and Numbered? Yes or No Expenditure Category (check one) Arc hitectura l/ Eng inee ring Services Contracto r, Con stru ction and Materials Expense 2 Expense 3 Expense 4 Expense 5 Expense 6 Expense 7 Expense 8 Expense 9 Expense 10 Expense 11 Expense 12 Expense 13 Expense 14 Expense 15 Subtotal