Common use of Compliance by Tenant Clause in Contracts

Compliance by Tenant. Except as otherwise provided in this Lease, Tenant shall, at Tenant’s sole cost and expense, promptly comply with all laws, ordinances, rules, regulations, orders and other requirements of any government or public or quasi-public authority that are now in force or that may hereafter be in force, with all requirements of any board of fire underwriters or other similar body now or hereafter constituted, and with all directions and certificates of occupancy issued pursuant to any law by any governmental agency or officer, insofar as any thereof relate to or are required by Tenant’s particular use of the Premises or the operation, use or maintenance of any personal property, trade fixtures, machinery, equipment or improvements installed by Tenant in the Premises. Tenant shall not be required to make structural changes to the Premises or Buildings unless specifically required by the terms and conditions of this Lease or for any alteration or improvement that Tenant makes in the Premises or the Project, provided, that if structural changes are so required, Landlord shall make any such required structural changes upon Tenant’s request at Tenant’s expense. Tenant shall be responsible for obtaining all permits required in connection with Tenant’s occupancy and use of the Premises, including certificates of occupancy, Tenant’s business license, and any permits required in connection with equipment being installed by Tenant. Tenant shall promptly pay all fines, penalties and damages that may arise out of or be imposed on Landlord or Tenant (to the extent non-payment could adversely affect Landlord) because of Tenant’s failure to comply with the provisions of this Section 6.2; provided, however, Tenant shall have no obligation to pay to Landlord or otherwise any fine, penalty and/or damages that may arise out of or be imposed as the result of Tenant’s compliance with a specific direction or request by Landlord unless such direction or request by Landlord is otherwise required or permitted under the terms of this Lease. Landlord shall promptly pay all fines, penalties and damages that may arise out of or be imposed on Landlord or Tenant (to the extent non-payment could adversely affect Tenant) because of Landlord’s failure to comply with the provisions of this Lease; provided, however, Landlord shall have no obligation to pay to Tenant or otherwise any fine, penalty and/or damages that may arise out of or be imposed as the result of Landlord’s compliance with a specific direction or request by Tenant unless such direction or request by Tenant is otherwise required or permitted under the terms of this Lease. Landlord shall reasonably cooperate with Tenant, without delay, with regard to Tenant’s compliance with this Section 6.2.

Compliance by Tenant. Except as otherwise expressly set forth in the Work Letter 12 and except as expressly provided in this Lease, Tenant shall, at Tenant’s sole cost and 's expense, promptly comply with all laws13 Legal Requirements which shall (i) impose any violation, ordinances, rules, regulations, orders and other requirements of any government order or public duty upon Landlord or quasi-public authority that are now in force or that may hereafter be in force, with all requirements of any board of fire underwriters or other similar body now or hereafter constituted, and with all directions and certificates of occupancy issued pursuant to any law by any governmental agency or officer, insofar as any thereof relate to or are required by Tenant’s particular Tenant 14 arising from use of the Demised Premises for any of the Observation Deck Uses (in contrast to use for 15 customary office purposes) or the operation, use any Alterations including Tenant's Work (or maintenance installations made therein 16 by or at Tenant's request or required by reason of a breach of any personal property, trade fixtures, machinery, of Tenant's covenants or agreements 17 hereunder) or (ii) require any improvements or alterations within the Demised Premises (other than 18 alterations to or replacements of any equipment or improvements facilities installed by Tenant in as part of Basic Construction, 19 the Premisescosts of which shall be Landlord's sole responsibility). Tenant shall not be required to make structural changes comply 20 with any Legal Requirements for so long as Tenant shall be contesting in good faith, through 21 appropriate proceedings brought in accordance with applicable Legal Requirements, Tenant's 22 obligation to comply therewith; provided Tenant's failure to comply shall have no material adverse 23 effect on Landlord or on other tenants of the Premises Building or Buildings shall result in any criminal or other legal 24 proceedings being brought or fines or penalties being issued against Landlord or other tenants of the 25 Building unless specifically required by the terms Tenant agrees to pay and conditions of this Lease or for any alteration or improvement that Tenant makes in the Premises or the Project, provided, that if structural changes are so required, indemnify Landlord shall make any and such required structural changes upon Tenant’s request at Tenant’s expenseother tenants against such 26 fines. Tenant shall be responsible for obtaining all permits required in connection with Tenant’s occupancy and use indemnify Landlord against any reasonable cost or expense incurred by Landlord 27 by reason of the Premises, including certificates of occupancy, Tenant’s business license, and any permits required in connection with equipment being installed such contest by Tenant. Tenant shall promptly pay all fines, penalties and damages that may arise out of or be imposed on Landlord or Tenant (to the extent non-payment could adversely affect Landlord) because of Tenant’s failure to comply with the provisions of this Section 6.2; provided, however, Tenant shall have no obligation to pay to Landlord or otherwise any fine, penalty and/or damages that may arise out of or be imposed as the result of Tenant’s compliance with a specific direction or request by Landlord unless such direction or request by Landlord is otherwise required or permitted under the terms of this Lease. Landlord shall promptly pay all fines, penalties and damages that may arise out of or be imposed on Landlord or Tenant (to the extent non-payment could adversely affect Tenant) because of Landlord’s failure to comply with the provisions of this Lease; provided, however, Landlord shall have no obligation to pay to Tenant or otherwise any fine, penalty and/or damages that may arise out of or be imposed as the result of Landlord’s compliance with a specific direction or request by Tenant unless such direction or request by Tenant is otherwise required or permitted under the terms of this Lease. Landlord shall reasonably cooperate with Tenant, without delay, with regard to Tenant’s compliance with this Section 6.2.

Compliance by Tenant. Except as otherwise provided in this Lease, Tenant shall, at Tenant’s sole cost and expenseall times during the Lease term, promptly comply with all lawsEnvironmental Laws applicable to the Leased Premises and shall not, ordinancesin the use and occupancy of the Leased Premises, rulescause or contribute to, regulations, orders and or permit or suffer any other requirements of any government party to cause or public or quasi-public authority that are now in force or that may hereafter be in force, with all requirements of any board of fire underwriters or other similar body now or hereafter constituted, and with all directions and certificates of occupancy issued pursuant contribute to any law by any governmental agency Environmental Condition on or officer, insofar as any thereof relate to or are required by Tenant’s particular use of about the Premises or the operation, use or maintenance of any personal property, trade fixtures, machinery, equipment or improvements installed by Tenant in the Leased Premises. Environmental Indemnity. Tenant shall not protect, indemnify and save harmless Landlord, Agent and all of their respective members, directors, officers, employees and agents from and against all liabilities, obligations, claims damages, penalties, causes of action, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) of whatever kind or nature, contingent or otherwise, known or unknown, incurred or imposed, based upon any Environmental Laws or resulting from any Environmental Condition on or about the Leased Premises which occurs due to the acts or omissions of Tenant or the Permitted Parties of Tenant ("Tenant Contamination"). In case any action, suit or proceeding is brought against any of the parties indemnified herein by reason of any Tenant Contamination, Tenant will, at Tenant's expense, by counsel reasonably approved by Landlord, resist and defend such action, suit or proceeding, or cause the same to be resisted and defended. The obligations of Tenant under this Section 18.3 shall survive the expiration or earlier termination of this Lease, and Tenant shall, notwithstanding a termination of this Lease, continue to pay rent for the Leased Premises in the same amount paid during the last year of the term hereof until such time as all remediation work required to make structural changes cure such matter has been completed. Landlord shall protect, indemnify and save harmless Tenant and all of its respective members, directors, officers, employees and agents from and against all liabilities, obligations, claims damages, penalties, causes of action, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) of whatever kind or nature, contingent or otherwise, known or unknown, incurred or imposed, based upon any Environmental Laws or resulting from any Environmental Condition on or about the Leased Premises which occurs due to the Premises acts or Buildings unless specifically required by the terms and conditions omissions of this Lease or for any alteration or improvement that Tenant makes in the Premises Landlord or the ProjectPermitted Parties of Landlord ("Landlord Contamination"). In case any action, provided, that if structural changes are so requiredsuit or proceeding is brought against any of the parties indemnified herein by reason of any Landlord Contamination, Landlord shall make will, at Landlord's expense, by counsel reasonably approved by Xxxxxx, resist and defend such action, suit or proceeding, or cause the same to be resisted and defended. During any such required structural changes upon Tenant’s request at Tenant’s expense. Tenant remediation necessitated of any Landlord Contamination, the rent payable hereunder shall be responsible for obtaining all permits required in connection with Tenant’s occupancy and use of the Premises, including certificates of occupancy, Tenant’s business license, and any permits required in connection with equipment being installed by Tenant. Tenant shall promptly pay all fines, penalties and damages that may arise out of or be imposed on Landlord or Tenant (equitably adjusted to the extent non-payment could adversely affect Landlord) because of Tenant’s failure to comply any material adverse interference with Xxxxxx's use and occupancy of the provisions Leased Premises. The obligations of Landlord under this Section 6.2; provided, however, Tenant 18.3 shall have no obligation to pay to Landlord survive the expiration or otherwise any fine, penalty and/or damages that may arise out of or be imposed as the result of Tenant’s compliance with a specific direction or request by Landlord unless such direction or request by Landlord is otherwise required or permitted under the terms earlier termination of this Lease. Landlord shall promptly pay all fines, penalties and damages that may arise out of or be imposed on Landlord or Tenant (to the extent non-payment could adversely affect Tenant) because of Landlord’s failure to comply with the provisions of this Lease; provided, however, Landlord shall have no obligation to pay to Tenant or otherwise any fine, penalty and/or damages that may arise out of or be imposed as the result of Landlord’s compliance with a specific direction or request by Tenant unless such direction or request by Tenant is otherwise required or permitted under the terms of this Lease. Landlord shall reasonably cooperate with Tenant, without delay, with regard to Tenant’s compliance with this Section 6.2.

Compliance by Tenant. Except as otherwise provided in this Lease, Tenant shall(a) Tenant, at Tenant’s its sole cost and expense, shall (i) promptly comply with all present and future laws, ordinances, codes, requirements, orders, directives, rules, regulationsregulations and permits of all federal, orders and other requirements of any government or public or quasi-public authority that are now in force or that may hereafter be in forcestate, with all requirements of any board of fire underwriters or other similar body now or hereafter constitutedcounty, city, and with town governments, and of all directions other governmental authorities, agencies, departments, boards and certificates of occupancy issued pursuant officers, or any other body or bodies (each, a “Public Authority”) which may exercise similar functions, foreseen and unforeseen, ordinary and extraordinary, applicable to any law by any governmental agency or officer, insofar as any thereof relate to or are required by Tenant’s particular use of the Premises or any part thereof or to its use, or to the operationoperations or activities of Tenant upon the Premises, use whether in force at the commencement of the term of this Lease or maintenance of any personal propertypassed, trade fixturesenacted, machinerydirected, equipment issued or improvements installed by Tenant amended in the Premises. future including, without limitation, Environmental Laws, whether or not such requirements are actually imposed upon Landlord or Tenant, and whether or not compliance shall require structural changes and (ii) comply with the University policies listed on Exhibit CE 5 – University Policies attached to the Affiliation Agreement, as the same may be amended from time to time, and which is incorporated by reference herein (the “University Policies”); provided, however, that Tenant shall not be required to make structural changes comply with any future amendments to the Premises or Buildings unless specifically required by the terms and conditions of this Lease or for any alteration or improvement that Tenant makes in the Premises or the ProjectUniversity Policies, provided, that if structural changes are so required, Landlord shall make any such required structural changes upon future amendment would cause a materially adverse economic impact on Tenant’s request at Tenant’s expenseNet Income ((i) and (ii), collectively, the “Requirements”). Tenant shall be responsible for obtaining pay all permits required in connection costs, expenses, liabilities, obligations, losses, damages, fines, penalties, charges, claims and demands, including, without limitation, costs associated with Tenant’s occupancy administrative and use of the Premises, including certificates of occupancy, Tenant’s business licensejudicial proceedings, and any permits required in connection with equipment being installed by Tenant. Tenant shall promptly pay all finesreasonable fees of architects, penalties engineers, consultants and damages attorneys, that may in any manner arise out of from or be imposed on Landlord or resulting from the failure of Tenant (to the extent non-payment could adversely affect Landlord) because of Tenant’s failure to comply with the provisions of this Section 6.2; provided, however, Article or as are imposed upon Tenant shall have no obligation to pay to Landlord or otherwise any fine, penalty and/or damages that may arise out of or be imposed as the result of Tenant’s compliance with by a specific direction or request by Landlord unless such direction or request by Landlord is otherwise required or permitted under the terms of this Lease. Landlord shall promptly pay all fines, penalties and damages that may arise out of or be imposed on Landlord or Tenant (to the extent non-payment could adversely affect Tenant) because of Landlord’s failure to comply with the provisions of this Lease; provided, however, Landlord shall have no obligation to pay to Tenant or otherwise any fine, penalty and/or damages that may arise out of or be imposed as the result of Landlord’s compliance with a specific direction or request by Tenant unless such direction or request by Tenant is otherwise required or permitted under the terms of this LeasePublic Authority. Landlord shall reasonably cooperate with Tenantcooperate, without delayexpense to Landlord, with regard to Tenant’s compliance Tenant in complying with this Section 6.2the Requirements.

Compliance by Tenant. Except as otherwise expressly set forth in the Work Letter and except as expressly provided in this Lease, (i) Tenant shall (or at Landlord's election, Landlord shall), at Tenant’s sole cost and expense's expense (equal to Landlord's Charge therefor, promptly if applicable), comply with all lawsLegal Requirements which shall impose any violation, ordinances, rules, regulations, orders and other requirements order or duty upon Landlord or Tenant arising from Tenant's particular manner of any government or public or quasi-public authority that are now in force or that may hereafter be in force, with all requirements of any board of fire underwriters or other similar body now or hereafter constituted, and with all directions and certificates of occupancy issued pursuant to any law by any governmental agency or officer, insofar as any thereof relate to or are required by Tenant’s particular use of the Premises (in contrast to use by Tenant for customary office purposes) or the operation, use any Alterations (or maintenance installations made therein by or at Tenant's request or required by reason of a breach of any personal propertyof Tenant's covenants or agreements hereunder) and (ii) Tenant shall (or at Tenant's election, trade fixturesLandlord shall), machineryat Tenant's expense (equal to Landlord's Charge therefor, if applicable), comply with all Legal Requirements which shall require any improvements or Alterations within the Premises (other than alterations to or replacements of any equipment or improvements facilities installed by Tenant in as part of base Building construction, the Premisescosts of which shall be Landlord's sole responsibility). Tenant shall not be required to comply with any Legal Requirements for so long as Tenant shall be contesting in good faith, through appropriate proceedings brought in accordance with applicable Legal Requirements, Tenant's obligation to comply therewith; provided that Tenant's failure to comply shall have no material adverse effect on Landlord or on other tenants of the Building or shall result in any criminal or other legal proceedings being brought or fines or penalties being issued against Landlord or other tenants of the Building unless Tenant agrees to pay and indemnify, defend and hold harmless Landlord and such other tenants against such fines. Tenant shall indemnify, defend and hold harmless Landlord and such other tenants against any reasonable out-of-pocket cost or expense incurred by Landlord by reason of such contest by Tenant. Solely with respect to compliance with all Legal Requirements in connection with Landlord's Work, Landlord at its expense shall make structural changes to the Premises any necessary improvements or Buildings unless specifically required by the terms and conditions of this Lease or for any alteration or improvement that Tenant makes Alterations in the Premises or the Project, provided, that if structural changes are so required, Landlord shall make any such required structural changes upon Tenant’s request at Tenant’s expense. Tenant shall be responsible for obtaining all permits required in connection with Tenant’s occupancy and use of the Premises, including certificates of occupancy, Tenant’s business license, and any permits required in connection with equipment being installed by Tenant. Tenant shall promptly pay all fines, penalties and damages that may arise out of or be imposed on Landlord or Tenant (except to the extent non-payment could adversely affect Landlord) because caused by any act or omission of Tenant’s failure to comply with the provisions Tenant and/or any of this Section 6.2; providedits agents, howeveremployees and/or contractors), provided that Tenant shall have no obligation to pay delivers Notice to Landlord or otherwise any fine, penalty and/or damages that may arise out of or be imposed as the result of Tenant’s compliance with a specific direction or request by Landlord unless such direction or request by Landlord is otherwise required or permitted under necessity therefor no later than twelve (12) months following the terms of this Lease. Landlord shall promptly pay all fines, penalties and damages that may arise out of or be imposed on Landlord or Tenant (to the extent non-payment could adversely affect Tenant) because of Landlord’s failure to comply with the provisions of this Lease; provided, however, Landlord shall have no obligation to pay to Tenant or otherwise any fine, penalty and/or damages that may arise out of or be imposed as the result of Landlord’s compliance with a specific direction or request by Tenant unless such direction or request by Tenant is otherwise required or permitted under the terms of this Lease. Landlord shall reasonably cooperate with Tenant, without delay, with regard to Tenant’s compliance with this Section 6.2Commencement Date.

Compliance by Tenant. Except as otherwise provided in this Lease, Tenant shall promptly forward to Landlord any notice it receives of the violation of any law involving the Premises or its use and occupancy by Tenant. Tenant shall, at Tenant’s sole cost and 's expense, promptly comply with all lawspresent and future laws and requirements that impose any obligation, ordinances, rules, regulations, orders and other requirements order or duty on Landlord (if Landlord has notified Tenant of any government same) or public or quasi-public authority that are now Tenant in force or that may hereafter be in force, with all requirements of any board of fire underwriters or other similar body now or hereafter constituted, and with all directions and certificates of occupancy issued pursuant to any law by any governmental agency or officer, insofar as any thereof relate to or are required by Tenant’s particular use respect of the Premises (excluding portions of the Building outside of Tenant's Premises except to the extent a Trigger Event (defined below) triggers a compliance requirement outside of Tenant's Premises), or the operation, use or maintenance of any personal property, trade fixtures, machineryFixtures, equipment or improvements installed by Tenant in the Premises. Tenant shall not be required to make structural changes to the Premises or Buildings unless specifically required by the terms and conditions of this Lease or for any alteration or improvement that Tenant makes in the Premises or the Projectother property contained therein, provided, that if structural changes are so required, Landlord shall make any such required structural changes upon Tenant’s request at Tenant’s expense. Tenant shall be responsible for obtaining all permits required in connection with Tenant’s occupancy and use of the Premises, including certificates of occupancy, Tenant’s business license, and any permits required in connection with equipment being installed by Tenant. Tenant shall promptly pay all fines, penalties and damages that may arise out of or be imposed on Landlord or Tenant (to the extent non-payment could adversely affect Landlord) because of Tenant’s failure to comply with the provisions of this Section 6.2; provided, however, Tenant shall have no obligation not be obligated to pay to perform the obligations of Landlord set forth in SECTION 6.4 below. Tenant shall also be responsible for the cost of compliance with all laws and requirements that impose any obligation, order or duty on Landlord or otherwise any fineTenant in respect of the Land or the Building, penalty and/or damages that may arise out to the extent specifically arising from or related to: (a) Tenant's particular use of or be imposed as the result Premises (other than normal office uses); (b) the manner of conduct of Tenant’s compliance with 's business or operation of its installations, equipment or other property outside those of normal office use; (c) the performance of any Alterations or the installation of Tenant Supplemental Systems to the extent involving non-standard improvements (i.e., vaults, kitchens, raised floors or internal stairways) or other installations or improvements for other than normal office use; or (d) a specific direction or request by Landlord unless such direction or request by Landlord is otherwise required or permitted under breach of any of Tenant's obligations hereunder (each of the terms of this Lease. Landlord events and circumstances referenced in clauses (a), (b), (c) and (d) above being referred to herein as a "TRIGGER EVENT"); and Tenant shall promptly pay all costs, expenses, fines, penalties and damages that may arise imposed upon Landlord by reason of or arising out of or be imposed on Landlord or Tenant (to the extent non-payment could adversely affect Tenant) because of Landlord’s 's failure to fully and promptly comply with and observe the provisions of this Lease; provided, however, Landlord Section. Tenant shall have no obligation to pay to Tenant also be responsible for the removal or otherwise remediation of any fine, penalty and/or damages that may arise out and all asbestos containing materials if the direct cause of such removal or be imposed remediation is the construction activities of the Tenant. Where Tenant's compliance as the result of Landlord’s compliance with a specific direction or request required by this Section necessitates actions by Tenant unless for which this Lease requires Landlord's consent, Tenant shall obtain such direction consent before taking such actions, and Landlord's consent will not be unreasonably withheld, conditioned or request by Tenant is otherwise required or permitted under the terms of this Lease. Landlord shall reasonably cooperate with Tenant, without delay, with regard to Tenant’s compliance with this Section 6.2delayed.