Common use of Alterations Liens Clause in Contracts

Alterations Liens. Tenant shall not permit alterations in or to the Leased Premises without Landlord's prior written consent (which consent shall not be unreasonably withheld, conditioned, or delayed so long as such alterations do not affect the Building's exterior or structure or adversely affect the Building Systems), and unless and until Landlord has approved the plans therefor in writing. As a condition of such approval, Landlord hereby agrees that, upon written request by Tenant, at the time that Tenant is contemplating alterations, Landlord will inform Tenant as to whether such proposed alterations will be required to be removed by Tenant and the Premises restored at the end of the Lease Term; otherwise, all such alterations shall at Landlord's option become a part of the realty and the property of Landlord, and shall not be removed by Tenant. Tenant shall ensure that all alterations shall be made in accordance with all applicable Laws, in a good and workmanlike manner and of quality equal to or better than the original construction of the Building. Notwithstanding anything herein to the contrary, Tenant’s Property (defined below) shall at all times be and remain Tenant’s property and at any time Tenant may remove Tenant’s Property from the Leased Premises, provided that Tenant repairs all damage caused by such removal. Landlord shall have no lien or other interest in any item of Tenant’s Property; provided, however, that the foregoing shall not affect Landlord's rights under Section 2.03 of this Lease. No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute Landlord's consent to the creation of any lien. If any lien is filed against the Leased Premises for work claimed to have been done for or material claimed to have been furnished to Tenant, Tenant shall cause such lien to be discharged of record within thirty (30) days after filing. Tenant shall indemnify Landlord from all costs, losses, expenses and attorneys' fees in connection with any construction or alteration and any related lien. With respect to any alterations in or to the Leased Premises made or proposed to be made by or on behalf of Tenant, Tenant shall reimburse Landlord for Landlord's reasonable, actual, out-of-pocket costs and expenses actually incurred in connection with Landlord's review of plans for such work or supervision of such work. Tenant agrees that at Landlord's option, Landlord or Landlord's contractor shall perform all work on any alterations to the Leased Premises and in such case shall receive a construction management fee in connection therewith. 18 I\14399819.10

Alterations Liens. (a) Tenant shall agrees not permit alterations in to make or suffer to be made any alteration, addition or improvement to or of the Leased Premises (hereinafter referred to as “Alterations”), or any part thereof, without Landlord's the prior written consent (which consent shall not be unreasonably withheld, conditioned, or delayed so long as of Landlord. Any such alterations do not affect the Building's exterior or structure or adversely affect the Building Systems), and unless and until Landlord has approved the plans therefor in writing. As a condition of such approval, Landlord hereby agrees that, upon written request Alterations made by Tenant, at the time that Tenant is contemplating alterationsincluding without limitation any partitions (movable or otherwise) or carpeting, Landlord will inform Tenant as to whether such proposed alterations will be required to be removed by Tenant and the Premises restored at the end of the Lease Term; otherwise, all such alterations shall at Landlord's option become a part of the realty Building and belong to Landlord; provided, however, that equipment, trade fixtures and movable furniture shall remain the property of LandlordTenant. If Landlord consents to the making of any Alterations, the same shall be designed and shall not be removed constructed or installed by TenantTenant at its expense (including expenses incurred in complying with applicable laws, including laws relating to the handling and disposal of asbestos-containing materials). Tenant shall ensure use a general contractor, subcontractors, engineers and architects that all alterations are on Landlord’s approved list of design and construction professionals. All Alterations shall be made in accordance with plans and specifications approved in writing by Landlord and shall be designed and constructed in compliance with all applicable Lawscodes, in a good laws, ordinances, rules and workmanlike manner regulations. The design and of quality equal to or better than the original construction of the Buildingany Alterations shall be performed in accordance with Landlord’s applicable rules, regulations and requirements. Notwithstanding anything herein Under no circumstances shall Landlord be liable to the contraryTenant for any damage, loss, cost or expense incurred by Tenant on account of Tenant’s plans and specifications, Tenant’s Property contractors or subcontractors, design of any work, construction of any work, or delay in completion of any work; provided that this sentence shall not be construed to permit Landlord to extend any time periods under the terms of the Work Letter except where the delay is beyond Landlord’s reasonable control. Tenant shall pay to Landlord a fee in the amount of five percent (5%) of the cost of the Alterations for Landlord’s review of plans and its management and supervision of the progress of the work; provided that this requirement shall not apply to the Tenant Improvements made under the Tenant Work Letter, it being agreed that for such Alterations the Coordination Fee (as defined belowtherein) shall at all times be and remain supersede this requirement. All sums due to such contractors, if paid by Landlord due to Tenant’s property failure to pay such sums when due, shall bear interest payable to Landlord at the Interest Rate until fully paid. Upon the expiration or sooner termination of this Lease, Tenant, at its expense, shall promptly remove any such Alterations made by Tenant and at designated by Landlord so to be removed and repair any time Tenant may remove Tenant’s Property from damage to the Leased Premises, provided that Tenant repairs all damage Premises caused by such removal. Tenant shall use the general contractor designated by Landlord shall have no lien for such removal and repair. Upon submission of any plans for Landlord’s approval, Tenant may request prior to the installation of specific fixtures, equipment or other interest improvements in the Premises, that Landlord agree not to require Tenant to remove such items upon expiration or termination of the Lease or agree to permit Tenant to remove any item of Tenant’s Property; provided, however, that it may otherwise not be permitted to remove under the foregoing shall not affect Landlord's rights under Section 2.03 terms of this Lease. No person shall Such consent, which may be entitled to any lien derived through granted or under Tenant for any labor or material furnished denied in Landlord’s sole discretion, must be granted in writing prior to the Leased Premises, and nothing installation of the subject items in this Lease shall be construed to constitute Landlord's consent to the creation of any lien. If any lien is filed against the Leased Premises for work claimed to have been done for or material claimed to have been furnished to Tenant, Tenant shall cause such lien order to be discharged of record within thirty (30) days after filing. Tenant shall indemnify Landlord from all costs, losses, expenses and attorneys' fees in connection with any construction or alteration and any related lien. With respect to any alterations in or to the Leased Premises made or proposed to be made by or on behalf of Tenant, Tenant shall reimburse Landlord for binding against Landlord's reasonable, actual, out-of-pocket costs and expenses actually incurred in connection with Landlord's review of plans for such work or supervision of such work. Tenant agrees that at Landlord's option, Landlord or Landlord's contractor shall perform all work on any alterations to the Leased Premises and in such case shall receive a construction management fee in connection therewith. 18 I\14399819.10.

Alterations Liens. The obligations of Landlord and Tenant to perform work and supply necessary materials and labor to prepare the Premises for occupancy are set forth in the Tenant Improvement Agreement attached hereto as Exhibit "B" and incorporated herein. Landlord and Tenant shall respectively expend such funds and do all acts required of each of them in the Tenant Improvement Agreement. Other than the matters specified in the Tenant Improvement Agreement, Tenant shall not permit alterations make any alterations, additions or improvements in or to the Leased Premises Premises, nor install or attach fixtures in or to the Premises, without Landlord's the prior written consent (of Landlord, which consent shall not be unreasonably withheld, conditioned, withheld or delayed so long as such alterations do not affect the Building's exterior or structure or adversely affect the Building Systems), and unless and until Landlord has approved the plans therefor in writing. As a condition of such approval, Landlord hereby agrees that, upon written request by Tenant, at the time that Tenant is contemplating alterations, Landlord will inform Tenant as to whether such proposed alterations will be required to be removed by Tenant and the Premises restored at the end of the Lease Term; otherwise, all such alterations shall at Landlord's option become a part of the realty and the property of Landlord, and shall not be removed by Tenant. Tenant shall ensure that all alterations shall be made in accordance with all applicable Laws, in a good and workmanlike manner and of quality equal to or better than the original construction of the Building. Notwithstanding anything herein to the contrary, Tenant’s Property (defined below) shall at all times be and remain Tenant’s property and at any time Tenant may remove Tenant’s Property from the Leased Premises, provided that Tenant repairs all damage caused by such removal. Landlord shall have no lien or other interest in any item of Tenant’s Propertydenied; provided, however, that with respect to any alterations, additions or improvements which affect the foregoing structure of the Building, materially adversely affect any of the Building's systems (e.g., mechanical, electrical or plumbing), are visible from the exterior of the Building, or do not comply with all laws, orders, ordinances, directions, requirements, rules and regulations of all governmental authorities, such consent shall be in Landlord's sole and absolute discretion. Notwithstanding the foregoing, Landlord's consent shall not affect Landlord's rights under Section 2.03 of this Lease. No person be required (but prior notice from Tenant to Landlord shall be entitled to any lien derived through or under Tenant required) for any labor proposed minor, interior, non-structural alteration, addition or material improvement which does not affect the structure of the Building, does not materially adversely affect any of the Building's systems (e.g., mechanical, electrical or plumbing), does not require the use of materials, finishes or installations other than Building standard items, is not visible from the common areas or exterior of the Building, is in full compliance with all laws, orders, ordinances, directions, requirements, rules and regulations of all governmental authorities, and does not exceed Fifty Thousand Dollars ($50,000.00) in cost in the aggregate in each instance. Notwithstanding the foregoing, no such prior notice to Landlord shall be required for any painting, carpeting and/or purely decorative changes made to the interior of the Premises, regardless of the cost thereof. All alterations, additions or improvements made, installed in or attached to the Premises by Tenant, upon the consent specified above, shall be made at Tenant's expense in a good and workmanlike manner, in accordance with the plans and specifications prepared for Tenant by a registered architect and approved by Landlord, all applicable laws, ordinances, regulations and other requirements of any appropriate governmental authority, and any applicable covenants or other restrictions prior to the commencement of any work permitted in accordance with this Section, Tenant shall deliver to Landlord a certificate of insurance in favor of Landlord from the contractor or contractors which will perform the work certifying that insurance coverage reasonably satisfactory to Landlord is in effect. Tenant shall keep the Premises free from all liens, rights to liens or claims of liens of contractors, subcontractors, mechanics or materialmen for work done or materials furnished to the Leased Premises, Property at the request of Tenant; whenever and nothing in this Lease so often as any such lien shall attach or claims therefor shall be construed to constitute Landlord's consent to the creation of any lien. If any lien is filed against the Leased Premises for Property or any part thereof as a result of work claimed to have been done for or material claimed to have been materials furnished to the Property at the request of Tenant, Tenant shall cause such lien to be discharged of record shall, within thirty (30) days after filingTenant has notice of the claim for lien, cause the same to be discharged of record, which discharge may be accomplished by payment, deposit or bonding proceedings. If Tenant shall indemnify Landlord from all costs, losses, expenses and attorneys' fees in connection with any construction or alteration and any related lien. With respect fail to any alterations in or to the Leased Premises made or proposed cause such lien to be made by or on behalf of Tenantdischarged within the period aforesaid, then, Tenant shall reimburse Landlord for Landlord's reasonablebe in default of its obligations hereunder and, actual, out-of-pocket costs and expenses actually incurred in connection with Landlord's review of plans for such work or supervision of such work. Tenant agrees that at Landlord's option, Landlord or Landlord's contractor shall perform all work on addition to any alterations to the Leased Premises and in such case shall receive a construction management fee in connection therewith. 18 I\14399819.10other right or

Alterations Liens. (A) Tenant shall agrees not permit alterations in to make or suffer to be made any alteration, addition or improvement to or of the Leased Premises (hereinafter referred to as "Alterations"), or any part thereof, without Landlord's the prior written consent (of Landlord, which consent shall not be unreasonably withheldwithheld or delayed (except for "Minor Alterations," as hereinafter defined, conditionedfor which such consent shall not be required); provided, however, Tenant acknowledges that, by way of example and without limitation, it shall be reasonable for Landlord to withhold its consent to Alterations affecting the Building Structure, Core Areas, or delayed so long as such alterations do not affect the Building's exterior or structure or adversely affect the Base Building Systems, or Alterations which require work to be performed in portions of the Real Property outside the Premises in order to comply with Applicable Laws. Further, in no event shall Tenant file any permit application that would change the designated uses in the Approval without Landlord's prior approval. Landlord shall approve or disapprove of any proposed Alterations within ten (10) business days following Landlord's receipt of Tenant's request for approval, accompanied by detailed plans and specifications for the proposed Alterations (if required hereunder). If Landlord shall fail to respond within said ten (10) business day period, and unless and until Tenant may give Landlord has a second notice which shall specify in capital letters that if Landlord fails to approve or disapprove of the proposed Alterations within five (5) business days after receipt of such second notice, Landlord shall be deemed to have approved the plans therefor in writingproposed Alterations. If Landlord then fails to approve or disapprove of the proposed Alterations within five (5) business days after Landlord's receipt of such second notice, Landlord shall be deemed to have approved the proposed Alterations. As a condition of such approvalits consent to Alterations hereunder, Landlord hereby agrees thatmay impose any reasonable requirements that Landlord considers desirable, upon written request including a requirement that Tenant provide Landlord with a surety bond, a letter of credit, or other financial assurance that the cost of the Alterations will be paid when due. Landlord's approval shall not be required for Alterations which cost in the aggregate less than One Hundred Fifty Thousand Dollars ($150,000.00), provided that such Alterations do not affect or require work to be performed on the Building Structure, Core Areas or Base Building Systems or change the designated uses set forth in the Approval ("Minor Alterations"). Minor Alterations shall be subject to all of the other provisions of this Section 8, except as otherwise provided herein. Alterations made by Tenant, at the time that Tenant is contemplating alterationsincluding without limitation any partitions (movable or otherwise) or carpeting, Landlord will inform Tenant as to whether such proposed alterations will be required to be removed by Tenant and the Premises restored at the end of the Lease Term; otherwise, all such alterations shall at Landlord's option become a part of the realty Building and belong to Landlord; provided, however, that equipment, trade fixtures and movable furniture shall remain the property of Tenant. If Landlord consents to the making of any Alterations, the same shall be designed and constructed or installed by Tenant at Tenant's expense (including expenses incurred in complying with Applicable Laws). All Alterations shall be performed only by contractors or mechanics approved by Landlord, and which approval shall not be removed by unreasonably withheld; provided, however, that Landlord may, in its sole discretion, specify engineers, general contractors, subcontractors, and architects to perform work affecting the Building Structure, Core Areas, or Base Building Systems; or Landlord may elect to perform such work at Tenant's expense. Tenant shall ensure that all alterations All Alterations shall be made in accordance with all applicable Lawscomplete and detailed architectural, mechanical and engineering plans and specifications approved in writing by Landlord (excluding Minor Alterations which do not require a building permit) and shall be designed and diligently constructed in a good and workmanlike manner and in compliance with all Applicable Laws. No review by Landlord of quality equal such plans and specifications shall be deemed to create any liability of any kind on the part of Landlord or better than to constitute a representation on the original part of Landlord or any professional consulted by Landlord in connection with such review and approval, that such plans and specifications are accurate or correct, or comply with Applicable Laws. The construction of any Alterations shall be performed in accordance with Landlord's applicable rules, regulations and requirements. Tenant shall cause any Alterations to be made in such a manner and at such times so that any such work shall not unreasonably disrupt or interfere with the use or occupancy of other tenants or occupants of the Building. Notwithstanding anything herein Under no circumstances shall Landlord be liable to the contrary, Tenant’s Property (defined below) shall at all times be and remain Tenant’s property and at any time Tenant may remove Tenant’s Property from the Leased Premises, provided that Tenant repairs all damage caused by such removal. Landlord shall have no lien or other interest in any item of Tenant’s Property; provided, however, that the foregoing shall not affect Landlord's rights under Section 2.03 of this Lease. No person shall be entitled to any lien derived through or under Tenant for any labor damage, loss, cost or material furnished to the Leased Premisesexpense incurred by Tenant on account of Tenant's plans and specifications, and nothing in this Lease shall be construed to constitute LandlordTenant's consent to the creation contractors or subcontractors, design of any lien. If work, or construction of any lien is filed against the Leased Premises for work claimed to have been done for or material claimed to have been furnished to Tenant, Tenant shall cause such lien to be discharged of record within thirty (30) days after filing. Tenant shall indemnify Landlord from all costs, losses, expenses and attorneys' fees in connection with any construction or alteration and any related lien. With respect to any alterations in or to the Leased Premises made or proposed to be made by or on behalf of Tenant, Tenant shall reimburse Landlord for Landlord's reasonable, actual, out-of-pocket costs and expenses actually incurred in connection with Landlord's review of plans for such work or supervision of such work. Tenant agrees that at Landlord's option, Landlord or Landlord's contractor shall perform all work on any alterations to the Leased Premises and in such case shall receive a construction management fee in connection therewith. 18 I\14399819.10.

Alterations Liens. (a) Tenant shall agrees not permit alterations in to make or suffer to be made any alteration, addition or improvement to or of the Leased Premises (hereinafter referred to as “Alterations”), or any part thereof, without Landlord's the prior written consent (of Landlord, which consent shall not be unreasonably withheld, conditionedconditioned or delayed. Landlord consents to the installation by Tenant of a Building standard card reader system controlling the entrances to the fire stairways that connect the Premises located on the 10th and 11th floors, or delayed so subject to the Landlord’s prior written consent of the specifics related thereto (which consent Tenant is still required to obtain). Landlord also hereby consents, subject to its written consent of the specifics related thereto and drawn plans therefore (which consent Tenant is still required to obtain), to the construction and installation by Tenant of an internal staircase that connects the Premises located on the 10th and 11th floors as long as such alterations do not affect Tenant: (a) agrees in writing to Landlord to remove the Building's exterior or structure or adversely affect staircase and to restore all space impacted thereby to its original condition prior to the Building Systems)addition of the staircase, and unless (b) provides Landlord with security (such as in the form of a Letter of Credit) in a form and until in an amount as reasonably requested by Landlord has approved the plans therefor in writingto secure such removal and restoration obligation. As a condition of Any such approval, Landlord hereby agrees that, upon written request Alterations made by Tenant, at including without limitation any partitions (movable or otherwise) or carpeting, as well as the time that Tenant is contemplating alterationsImprovements, Landlord will inform Tenant as to whether such proposed alterations will be required to be removed by Tenant and the Premises restored at the end of the Lease Term; otherwise, all such alterations shall at Landlord's option become a part of the realty Building and belong to Landlord upon the expiration or earlier termination of the Lease; provided, however, that equipment, trade fixtures and movable furniture (including furniture partition systems) shall remain the property of Tenant. If Landlord consents to the making of any Alterations, the same shall be designed and constructed or installed by Tenant at its expense (including expenses incurred in complying with applicable laws, including laws relating to the handling and disposal of ACM). Tenant shall use a general contractor, subcontractors, engineers and architects which are on Landlord’s approved list of design and construction professionals, and or are otherwise approved by Landlord (which approval shall not be removed by Tenantunreasonably withheld or delayed). Tenant shall ensure that all alterations All Alterations shall be made in accordance with plans and specifications approved in writing by Landlord and shall be designed and constructed in compliance with all applicable Lawscodes, in a good laws, ordinances, rules and workmanlike manner regulations. The design and of quality equal to or better than the original construction of any Alterations shall be performed in accordance with Landlord’s applicable rules, regulations and requirements, including the BuildingAsbestos Rules. Notwithstanding anything herein Under no circumstances shall Landlord be liable to the contraryTenant for any damage, loss, cost or expense incurred by Tenant or any other Claims arising out of Tenant’s plans and specifications, Tenant’s Property contractors or subcontractors, design of any work, construction of any work, or delay in completion of any work, except to the extent Landlord would be liable therefor pursuant to the provisions of Paragraphs 15 or 16. Tenant shall pay to Landlord a fee in order to compensate Landlord for reviewing plans and monitoring the progress of the work in an amount equal to five percent (defined below5%) shall at all times be and remain Tenant’s property and at any time Tenant may remove Tenant’s Property from of the Leased Premises, provided that Tenant repairs all damage caused by total cost of such removal. Landlord shall have no lien or other interest in any item of Tenant’s PropertyAlterations; provided, however, that no such fee that shall be chargeable with respect to the foregoing Tenant Improvements (as defined in the Work Letter). All sums due to such contractors, if paid by Landlord due to Tenant’s failure to pay such sums when due, shall not affect Landlord's rights under Section 2.03 bear interest payable to Landlord at the Interest Rate until fully paid. Upon the expiration or sooner termination of this Lease. No person , Tenant, at its expense, shall promptly remove any raised flooring and other Tenant’s Extra Improvements and all Alterations made by Tenant and designated by Landlord to be so removed and repair any damage to the Premises caused by such removal; provided, however, that Tenant shall not be required to remove any raised flooring or Tenant’s Extra Improvements not installed by Tenant, and provided further that if Tenant so requests in writing at the time Tenant requests Landlord’s approval for any Alteration, Landlord shall advise Tenant in writing at the time of Landlord’s approval whether, or which portion(s) of, the Alterations shall be entitled to any lien derived through or under Tenant designated for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute Landlord's consent to the creation of any lien. If any lien is filed against the Leased Premises for work claimed to have been done for or material claimed to have been furnished to Tenant, Tenant shall cause such lien to be discharged of record within thirty (30) days after filingremoval. Tenant shall indemnify use the general contractor designated by Landlord from all costsfor such removal and repair, losses, expenses and attorneys' fees provided that such contractor is not imposing charges in connection with any construction or alteration and any related lienexcess of competitive charges then being imposed by other contractors for comparable work. With respect to any alterations in or to In the Leased Premises made or proposed to be made by or on behalf of Tenantalternative, Tenant may use another contractor that is approved in writing in advance by Landlord (which approval shall reimburse Landlord for Landlord's reasonable, actual, out-of-pocket costs and expenses actually incurred in connection with Landlord's review of plans for such work not be unreasonably withheld or supervision of such work. Tenant agrees that at Landlord's option, Landlord or Landlord's contractor shall perform all work on any alterations to the Leased Premises and in such case shall receive a construction management fee in connection therewith. 18 I\14399819.10delayed).