Common use of Compliance Restrictions Clause in Contracts

Compliance Restrictions. (a) Tenant shall not use or occupy the Premises, or permit the Premises to be used or occupied: (i) contrary to any statute, rule, order, ordinance, requirement or regulation applicable thereto; (ii) in any manner which would violate any certificate of occupancy affecting the same; (iii) which would cause structural injury to the improvements; (iv) cause the value or usefulness of the Premises, or any part thereof, to diminish; or (v) which would constitute a public or private nuisance or waste. (b) Neither Tenant nor any Subtenant (as hereinafter defined) shall, nor shall they permit anyone else to, engage in any activities on the Premises for any purpose contrary to, or not permitted by, the Ethical and Religious Directives for Catholic Health Care Services promulgated by the National Conference of Catholic Bishops, as they may be amended from time to time (the “Directives”). Tenant covenants that no space in the Premises shall be used in such a manner as to conflict with the Directives, such as permitting the use of space in the Premises to perform abortions or manage campaigns or programs that oppose the Directives. In the event that the Premises are used in contravention of the foregoing, Landlord shall be entitled to exercise all rights available to it to compel compliance with such Directives, including specific performance and injunctive relief to enforce the terms and provisions of this Lease or any Office Lease (as hereinafter defined). Landlord acknowledges and agrees that in the event of a prohibited use of space in the Premises, Landlord shall have the right to terminate this Lease only for (i) Tenant’s direct violation of the Directives, or (ii) Tenant’s failure to enforce the Directives against a Subtenant after thirty (30) days’ written notice of such Subtenant’s violation. This provision shall not prohibit Landlord from terminating any Office Lease for any violation of this Section. (c) Tenant and all Subtenants (as hereinafter defined), shall not (i) use the Premises or any improvements now or hereafter constructed thereon for the treatment, storage, disposal, burial, or placement of any “hazardous substance,” as that term is defined under the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as the same may now or hereafter be amended (“CERCLA”), pollutants, contaminants or any other substance, the treatment, storage, disposal, burial or placement of which is regulated under any state, federal or local statute, law, rule, regulation or ordinance, except to the extent that such are generally used in offices or are reasonably required in the normal practice of any Subtenant’s medical specialty, and then only to the extent permitted by, and in strict compliance with, applicable law, or (ii) release, as that term is defined in Section 101(22) of CERCLA, or permit the release of any hazardous substance, pollutants, contaminants or other substances regulated under applicable federal, state or local statute, rule, regulation or ordinance onto the Premises or into the subsurface thereof or into any surface or ground waters unless said use or release is in compliance with all applicable statutes, laws, rules, regulations and ordinances or pursuant to a valid and current permit or permits from all governmental authorities having jurisdiction over the Tenant, the Premises or the use and occupancy of the Premises by Tenant and the Subtenants. Landlord acknowledges and agrees that Landlord shall indemnify and hold Tenant and the Subtenants harmless from and against any and all losses, costs, liabilities and claims relating to the treatment, storage, disposal, burial or placement of any hazardous substance at the Premises prior to the date Tenant accepts possession and control of the Premises (the “Possession Date”). (d) Tenant shall not use and shall not allow any Subtenant to use the Premises to provide ancillary or diagnostic services which compete with such services provided by Landlord without Landlord’s prior written consent, except for services previously provided by such Subtenant to its patients in Knoxville, Tennessee at its offices on the campus of St. Mary’s Medical Center, if such Subtenant maintains an office at such location or such other location in Knoxville if such Subtenant does not maintain an office on the campus of St. Mary’s Medical Center. Tenant agrees that any physicians employed by or contracted with Tenant shall be at all times members of the active medical staff at St. Mary’s Medical Center in Knoxville, Tennessee, except that such physicians shall be permitted to satisfy this requirement by obtaining medical staff membership at the new hospital facility being developed by Landlord at the Premises when such facility becomes licensed and operational.

Compliance Restrictions. (a) Tenant shall not use or occupy the PremisesAir Space Parcel or the Tenant’s Facility, or permit the Premises Air Space Parcel or the Tenant’s Facility to be used or occupied: (i) contrary to any statute, rule, order, ordinance, requirement or regulation applicable thereto; (ii) in any manner which would violate any certificate of occupancy affecting the sameBuilding; (iii) which would cause structural injury to the improvementsimprovements of the Building; (iv) cause the value or usefulness of the PremisesBuilding, or any part thereof, to diminish; or (v) which would constitute a public or private nuisance or waste. (b) Neither Tenant nor any Subtenant (as hereinafter defined) shall, nor shall they permit anyone else to, engage in any activities on the Premises for any purpose contrary to, or not permitted by, the Ethical and Religious Directives for Catholic Health Care Services promulgated by the National Conference of Catholic Bishops, as they may be amended from time to time (the “Directives”). Tenant covenants that no space in the Premises shall be used Tenant’s Facility (i) in such a manner as that violates conflicts with or is objectionable under the Directives or (ii) to conflict provide diagnostic or ancillary services in Tenant’s Facility which duplicate or compete with such services provided by Landlord without the Directivesprior written consent of Landlord, such as permitting the use of space except for diagnostic or ancillary services routinely provided in the Premises past to perform abortions patients of any Subtenant by physicians or manage campaigns other health care professionals employed by or programs that oppose the Directivesassociated with any Subtenant. In the event that the Premises are Tenant’s Facility is used in contravention of the foregoing, Landlord shall be entitled to exercise all rights available to it to compel compliance with such Directives, including specific performance and injunctive relief to enforce the terms and provisions of this Lease or any Office Lease (as hereinafter defined)Space Lease. Landlord acknowledges and agrees that in the event of a prohibited use of space in the PremisesTenant’s Facility, Landlord shall have the right to terminate this Lease only for (i) Tenant’s direct violation of the Directives, or (ii) Tenant’s failure to enforce the Directives against a Subtenant after thirty (30) days’ written notice of such Subtenant’s violation. This provision shall not prohibit Landlord from terminating any Office Space Lease for any violation of this Sectionsection. (c) Neither Tenant and all Subtenants (as hereinafter defined), nor any Subtenant shall not (i) use the Premises Tenant’s Facility or any improvements now or hereafter constructed thereon for the treatment, storage, disposal, burial, or placement of any “hazardous substance,” as that term is defined under the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as the same may now or hereafter be amended (“CERCLA”), pollutants, contaminants or any other substance, the treatment, storage, disposal, burial or placement of which is regulated under any state, federal or local statute, law, rule, regulation or ordinance, except to the extent that such are generally used in offices or are reasonably required in the normal practice of any Subtenant’s medical specialty, and then only to the extent permitted by, and in strict compliance with, applicable law, or (ii) release, as that term is defined in Section 101(22) of CERCLA, or permit the release of any hazardous substance, pollutants, contaminants or other substances regulated under applicable federal, state or local statute, rule, regulation or ordinance onto the Premises Tenant’s Facility or into the subsurface thereof or into any surface or ground waters unless said use or release is in compliance with all applicable statutes, laws, rules, regulations and ordinances or pursuant to a valid and current permit or permits from all governmental authorities having jurisdiction over the Tenant, the Premises Tenant’s Facility or the use and occupancy of the Premises Tenant’s Facility by Tenant and the Subtenants. Landlord acknowledges and agrees that Landlord shall indemnify and hold Tenant and the Subtenants harmless from and against any and all losses, costs, liabilities and claims relating to the treatment, storage, disposal, burial or placement of any hazardous substance at the Premises prior to the date Tenant accepts possession and control of the Premises (the “Possession Date”). (d) Tenant shall not use and shall not allow any Subtenant to use the Premises to provide ancillary or diagnostic services which compete with such services provided by Landlord without Landlord’s prior written consent, except for services previously provided by such Subtenant to its patients in Knoxville, Tennessee at its offices on the campus of St. Mary’s Medical Center, if such Subtenant maintains an office at such location or such other location in Knoxville if such Subtenant does not maintain an office on the campus of St. Mary’s Medical Center. Tenant agrees that any physicians employed by or contracted with Tenant shall be at all times members of the active medical staff at St. Mary’s Medical Center in Knoxville, Tennessee, except that such physicians shall be permitted to satisfy this requirement by obtaining medical staff membership at the new hospital facility being developed by Landlord at the Premises when such facility becomes licensed and operational.