Common use of Compliance with Laws and Other Requirements Clause in Contracts

Compliance with Laws and Other Requirements. (A) Tenant, in its use of the Premises, shall comply with all laws (including Environmental Laws, as hereinafter defined) ordinances, regulations and directives of any governmental authority applicable to the Premises or Tenant's use thereof, including, without limitation, the Americans With Disabilities Act (collectively "Applicable Laws") excluding any "Pre-existing Environmental Conditions" as defined below, to the extent that Landlord has agreed to clean up or contribute to the cost of cleaning up such Pre-existing Environmental Conditions. (B) Tenant shall not use the Premises, or permit the Premises to be used, in any manner which: (a) violates any Applicable Law; (b) causes or is reasonably likely to cause any damage or liability to the Premises or Landlord or any other property of Landlord or any occupants of any of Landlord's adjacent property ; (c) violates a requirement or condition of any insurance policy covering the Premises, or increases the cost of such policy; or (d) constitutes or is reasonably likely to constitute a nuisance, annoyance or inconvenience to Landlord or any occupants of any of Landlord's adjacent property or any other adjacent property, including, without limitation, any air, surface, subsurface, or water-borne pollution or noise. (C) Tenant shall not commit or allow any waste or damage to be committed on any portion of the Premises. (D) Tenant shall operate and maintain the Powerhouse and plan the Project in a first-class manner consistent with the industry standards for operation, maintenance, planning, and construction of similar combined heat and power cogeneration facilities. Tenant shall coordinate operation and maintenance of the Powerhouse and development activities for the Project so as to ensure continuity of services to be delivered pursuant to (i) the Konarka ESA, as assigned to Tenant, and (ii) the Short-Terra Energy Services Agreement (and any replacement, amendment, or extension thereof as contemplated by Article XXII of this Lease). Until Tenant acquires the Premises pursuant to Article XXII hereof, Tenant shall maintain and keep in full force and effect that certain Operations and Maintenance Agreement by and between Veolia Energy Operating Services, LLC and Multilayer Coating Technologies, LLC dated September 19, 2008, as assigned to Tenant (the "O&M Agreement"), unless such agreement expires by its terms or is modified or replaced with the prior written consent of Landlord Tenant is expressly authorized to enter into negotiations with Veolia Energy to make beneficial changes to the terms and conditions of the O&M Agreement or to enter into a new O&M Agreement, but no material changes shall be made without the prior written consent of Landlord.

Compliance with Laws and Other Requirements. (A) Tenant, Tenant shall cause the Premises to comply in its use of the Premises, shall comply all material respects with all laws (including Environmental Lawslaws, as hereinafter defined) ordinances, regulations and directives of any governmental authority having jurisdiction including without limitation any certificate of occupancy and any law, ordinance, regulation, covenant, condition or restriction affecting the Building or the Premises which in the future may become applicable to the Premises or Tenant's use thereof, including, without limitation, the Americans With Disabilities Act (collectively "Applicable Laws") excluding any "Pre-existing Environmental Conditions" as defined below, to the extent that Landlord has agreed to clean up or contribute to the cost of cleaning up such Pre-existing Environmental Conditions). (B) Tenant shall not use the Premises, or permit the Premises to be used, in any manner which: (a) violates any Applicable Law; (b) causes or is reasonably likely to cause any damage or liability to the Premises Building or Landlord or any other property of Landlord or any occupants of any of Landlord's adjacent property the Premises; (c) violates a requirement or condition of any fire and extended insurance policy covering the Building and/or the Premises, or increases the cost of such policy; or (d) constitutes or is reasonably likely to constitute a nuisance, annoyance or inconvenience to Landlord other tenants or any occupants of any of Landlord's adjacent property the Building or any other adjacent propertyits equipment, including, without limitation, any air, surface, subsurfacefacilities or systems; (e) interferes with, or water-borne pollution is reasonably likely to interfere with, the transmission or noisereception of microwave, television, radio, telephone or other communication signals by antennae or other facilities located in the Building; or (f) violates the Rules and Regulations described in Article XX. (C) In addition to any other amounts payable by Tenant shall not commit or allow any waste or damage to be committed on any portion of the Premises. (D) Tenant shall operate and maintain the Powerhouse and plan the Project in a first-class manner consistent with the industry standards for operation, maintenance, planning, and construction of similar combined heat and power cogeneration facilities. Tenant shall coordinate operation and maintenance of the Powerhouse and development activities for the Project so as to ensure continuity of services to be delivered pursuant to (i) the Konarka ESA, as assigned to Tenant, and (ii) the Short-Terra Energy Services Agreement (and any replacement, amendment, or extension thereof as contemplated by Article XXII of this Lease). Until Tenant acquires the Premises pursuant to Article XXII hereofLandlord hereunder, Tenant shall maintain and keep in full force and effect that certain Operations and Maintenance Agreement by and between Veolia Energy Operating Services, LLC and Multilayer Coating Technologies, LLC dated September 19, 2008pay to Landlord, as assigned and when billed to Tenant (and as additional rental, Tenant's Percentage Share of the "O&M Agreement")cost of any improvements, unless such agreement expires by its terms capital expenditures, repairs or is modified replacements to the Building, or replaced any equipment or machinery used in connection with the prior written consent of Landlord Tenant Building, if any such item is expressly authorized to enter into negotiations with Veolia Energy to make beneficial changes required under any Applicable Law which was not applicable to the terms Building at the time the Building was constructed; provided, however, that any such costs which are properly charged to a capital account shall not be payable in a single year but shall instead be amortized over their useful lives, as determined by the Landlord in accordance with generally acceptable accounting principles, and conditions only the annual amortization amount (prorated based on the number of days of the O&M Agreement or to enter into a new O&M Agreement, but no material changes Lease term in the calendar year) shall be made without payable by the prior written consent of LandlordTenant with respect to any calendar year.

Compliance with Laws and Other Requirements. (A) Tenant, 7.2.1 Tenant shall timely take all action required to cause the Premises to comply in its use of the Premises, shall comply all respects with all laws (including Environmental Lawslaws, as hereinafter defined) ordinances, regulations building codes, rules, regulations, orders and directives of any governmental authority having jurisdiction (including without limitation any certificate of occupancy) now or in the future applicable to the Premises or Tenant's use thereof(collectively, “Laws”), including, without limitation, the Americans With Disabilities Act (collectively "Applicable Laws") excluding any "Pre-existing Environmental Conditions" as defined below, Law requiring any form of improvement or alteration to the extent that Landlord has agreed to clean up or contribute to the cost of cleaning up such Pre-existing Environmental ConditionsPremises. (B) 7.2.2 Tenant shall not use the Premises, or permit the Premises to be used, in any manner manner, or do or suffer any act in or about the Premises which: (ai) violates or conflicts with any Applicable applicable Law; (bii) causes or is reasonably likely to cause any damage or liability to the Project, the Premises or Landlord the Building systems, including, without limitation, the life safety, electrical, heating, ventilation and air conditioning (“HVAC”), plumbing or any other property of Landlord or any occupants of any of Landlord's adjacent property sprinkler systems (collectively, the “Building Systems”) for the Building and/or the Project; (ciii) violates a requirement or condition of any policy of insurance policy covering the Project and/or the Premises, or increases the cost of such policy; or (div) constitutes or is reasonably likely to constitute a nuisance, annoyance or inconvenience to other tenants or occupants of the Project or its equipment, facilities or systems; (v) interferes with, or is reasonably likely to interfere with, the transmission or reception of microwave, television, radio, telephone, or other communication signals by antennae or other facilities located in the Project; or (vi) violates the Rules and Regulations. Should any federal, state or local governmental agency having jurisdiction with respect to the establishment, regulation or enforcement of occupational, health or safety standards for employers, employees or tenants impose on Landlord or on Tenant at any occupants of time now or in the future any of Landlord's adjacent property requirement or Law relating in any other adjacent property, including, without limitation, any air, surface, subsurface, or water-borne pollution or noise. (C) Tenant shall not commit or allow any waste or damage manner to be committed on any portion of the Premises. (D) Tenant shall operate and maintain the Powerhouse and plan the Project in a first-class manner consistent with the industry standards for operation, maintenance, planning, and construction of similar combined heat and power cogeneration facilities. Tenant shall coordinate operation and maintenance of the Powerhouse and development activities for the Project so as to ensure continuity of services to be delivered pursuant to (i) the Konarka ESA, as assigned to Tenant, and (ii) the Short-Terra Energy Services Agreement (and any replacement, amendment, or extension thereof as contemplated by Article XXII of this Lease). Until Tenant acquires the Premises pursuant to Article XXII hereofor occupancy thereof, Tenant shall maintain shall, at its sole cost and keep in full force and effect that certain Operations and Maintenance Agreement expense, comply promptly (or at Landlord’s election, bear the cost of such compliance as effected by and between Veolia Energy Operating Services, LLC and Multilayer Coating Technologies, LLC dated September 19, 2008, as assigned to Tenant (the "O&M Agreement"), unless Landlord) with such agreement expires by its terms requirement or is modified or replaced with the prior written consent of Landlord Tenant is expressly authorized to enter into negotiations with Veolia Energy to make beneficial changes to the terms and conditions of the O&M Agreement or to enter into a new O&M Agreement, but no material changes shall be made without the prior written consent of LandlordLaw.

Compliance with Laws and Other Requirements. (Aa) Within five (5) business days of receipt of Tenant’s notice requesting delivery of the Expansion Premises at any time after the Effective Date of this Lease, Landlord shall tender the Expansion Premises to Tenant in their AS IS, WHERE IS, broom clean condition with any existing moveable personal property removed therefrom. Tenant currently occupies the Original Premises and accepts them in their AS IS, WHERE IS condition. Tenant, at its sole cost, will obtain and maintain in full force and effect all governmental licenses, approvals, and permits required to allow Tenant to conduct the work related to the Improvements and the Permitted Use. Landlord represents, to its use knowledge, that as of the Effective Date, Landlord has not received any written notices of violations relating to the Expansion Premises, shall . Tenant will timely take all action required to cause the Premises to comply in all respects with all laws (including Environmental LawsFederal, as hereinafter defined) State and local laws, ordinances, regulations building codes, rules, regulations, orders, and directives directives, including those of any governmental authority applicable to the Premises or Tenant's use thereofand courts having jurisdiction, and recorded documents (including, without limitation, any certificate of occupancy) now or in the Americans With Disabilities Act future applicable to the Premises (collectively "Applicable the “Laws") excluding any "Pre-existing Environmental Conditions" as defined below, to the extent that Landlord has agreed to clean up or contribute to the cost of cleaning up such Pre-existing Environmental Conditions”). (Bb) Tenant shall will not use the Premises, or permit the Premises to be used, in any manner manner, or do or suffer any act in or about the Premises which: (ai) violates or conflicts with any Applicable Lawapplicable Laws, including any licenses, permits and use and occupancy certificates; (bii) causes or is reasonably likely to cause any damage or liability to the Premises Building, the Premises, or Landlord the Building systems, including, without limitation, the life safety, electrical, heating, ventilation and air conditioning (“HVAC”), mechanical, plumbing or any other property of Landlord or any occupants of any of Landlord's adjacent property sprinkler systems (collectively, the “Building Systems”); (ciii) violates a requirement or condition of any policy of insurance policy covering the Building or the Premises, or increases the cost of such policy; or (div) constitutes or is reasonably likely to constitute a nuisancenuisance in Landlord’s reasonable judgment; (v) interferes with, annoyance or inconvenience is reasonably likely to Landlord interfere with, the transmission or reception of microwave, television, radio, telephone, or other communication signals by antennas or other facilities located in the Building; or ( vi) violates any instrument now or hereafter of record and affecting the Premises, the Building, or any occupants of any of Landlord's adjacent property them, or any other adjacent property, including, without limitation, any air, surface, subsurface, or water-borne pollution or noisepart of them. (C) Tenant shall not commit or allow any waste or damage to be committed on any portion of the Premises. (D) Tenant shall operate and maintain the Powerhouse and plan the Project in a first-class manner consistent with the industry standards for operation, maintenance, planning, and construction of similar combined heat and power cogeneration facilities. Tenant shall coordinate operation and maintenance of the Powerhouse and development activities for the Project so as to ensure continuity of services to be delivered pursuant to (i) the Konarka ESA, as assigned to Tenant, and (ii) the Short-Terra Energy Services Agreement (and any replacement, amendment, or extension thereof as contemplated by Article XXII of this Lease). Until Tenant acquires the Premises pursuant to Article XXII hereof, Tenant shall maintain and keep in full force and effect that certain Operations and Maintenance Agreement by and between Veolia Energy Operating Services, LLC and Multilayer Coating Technologies, LLC dated September 19, 2008, as assigned to Tenant (the "O&M Agreement"), unless such agreement expires by its terms or is modified or replaced with the prior written consent of Landlord Tenant is expressly authorized to enter into negotiations with Veolia Energy to make beneficial changes to the terms and conditions of the O&M Agreement or to enter into a new O&M Agreement, but no material changes shall be made without the prior written consent of Landlord.

Compliance with Laws and Other Requirements. (A) TenantLandlord shall, at its own expense, deliver the Premises to Tenant in its use of the Premises, shall comply full and complete compliance with all laws Applicable Laws (including Environmental Laws, as hereinafter defined) in effect as of the Commencement Date and applicable to the Premises or Tenant’s Permitted Use thereof. Thereafter, Tenant shall cause the Premises to comply in all material respects with all laws, ordinances, regulations and directives of any governmental authority having jurisdiction including without limitation any certificate of occupancy and any law, ordinance, regulation, covenant, condition or restriction affecting the Building or the Premises which in the future may become applicable to the Premises or Tenant's use thereof, including, without limitation, the Americans With Disabilities Act (collectively "Applicable Laws").") excluding any "Pre-existing Environmental Conditions" as defined below, pertaining to Tenant’s use and occupancy of the Premises or regarding the physical condition of the Premises but only to the extent that Landlord has agreed to clean up or contribute such Applicable Laws pertain to the cost Premises on account of cleaning up such Pre-existing Environmental Conditionsthe particular manner in which Tenant conducts its business on the Premises. (B) Tenant shall not use the Premises, or permit the Premises to be used, in any manner which: (a) violates any Applicable Law; (b) causes or is reasonably likely to cause any damage or liability to the Premises Building or Landlord or any other property of Landlord or any occupants of any of Landlord's adjacent property the Premises; (c) violates a requirement or condition of any fire and extended insurance policy covering the Building and/or the Premises, or increases the cost of such policy; or (d) constitutes or is reasonably likely to constitute a nuisance, annoyance or inconvenience to Landlord other tenants or any occupants of any of Landlord's adjacent property the Building or any other adjacent propertyits equipment, including, without limitation, any air, surface, subsurfacefacilities or systems; (e) interferes with, or water-borne pollution is reasonably likely to interfere with, the transmission or noisereception of microwave, television, radio, telephone, or other communication signals by antennae or other facilities located in the Building; or (f) violates the Rules and Regulations described in Article XX. (C) In addition to any other amounts payable by Tenant shall not commit or allow any waste or damage to be committed on any portion of the Premises. (D) Tenant shall operate and maintain the Powerhouse and plan the Project in a first-class manner consistent with the industry standards for operation, maintenance, planning, and construction of similar combined heat and power cogeneration facilities. Tenant shall coordinate operation and maintenance of the Powerhouse and development activities for the Project so as to ensure continuity of services to be delivered pursuant to (i) the Konarka ESA, as assigned to Tenant, and (ii) the Short-Terra Energy Services Agreement (and any replacement, amendment, or extension thereof as contemplated by Article XXII of this Lease). Until Tenant acquires the Premises pursuant to Article XXII hereofLandlord hereunder, Tenant shall maintain and keep in full force and effect that certain Operations and Maintenance Agreement by and between Veolia Energy Operating Services, LLC and Multilayer Coating Technologies, LLC dated September 19, 2008pay to Landlord, as assigned and when billed to Tenant (and as additional rent, Tenant's Percentage Share of the "O&M Agreement")cost of any improvements, unless such agreement expires by its terms capital expenditures, repairs, or is modified or replaced with the prior written consent of Landlord Tenant is expressly authorized to enter into negotiations with Veolia Energy to make beneficial changes replacements to the terms Building, or any equipment or machinery used in connection with Building, if any such item is required under any Applicable Law which was not applicable to the Building at the time the Building was constructed; provided, however, that any such costs which are properly charged to a capital account shall not be payable in a single year but shall instead be amortized over their useful lives, as determined by the Landlord in accordance with generally acceptable accounting principles, and conditions only the annual amortization amount (prorated based on the number of days of the O&M Agreement or to enter into a new O&M Agreement, but no material changes Lease term in the calendar year) shall be made without payable by the prior written consent of LandlordTenant with respect to any calendar year.

Compliance with Laws and Other Requirements. (A) Tenant shall cause Tenant, in its 's use of the Premises, shall Premises to comply in all material respects with all laws (including Environmental Lawslaws, as hereinafter defined) ordinances, regulations and directives of any governmental authority having jurisdiction including without limitation any certificate of occupancy and any law, ordinance, regulation, covenant, condition or restriction affecting the Building or the Premises which in the future may become applicable to the Premises or Tenant's use thereof, including, without limitation, the Americans With Disabilities Act (collectively "Applicable Laws") excluding any "Pre-existing Environmental Conditions" as defined below, to the extent that Landlord has agreed to clean up or contribute to the cost of cleaning up such Pre-existing Environmental Conditions). (B) Tenant shall not use the Premises, or permit the Premises to be used, in any manner which: (a) violates any Applicable Law; (b) causes or is reasonably likely to cause any damage or liability to the Premises Building, the Project, if applicable, or Landlord or any other property of Landlord or any occupants of any of Landlord's adjacent property the Premises; (c) violates a requirement or condition of any standard fire and extended insurance policy covering the Building or the Project, if applicable, and/or the Premises, or increases the cost of such policy; or (d) constitutes or is reasonably likely to constitute a nuisance, annoyance or inconvenience to Landlord other tenants or any occupants of any of Landlord's adjacent property the Building or any other adjacent propertythe Project, including, without limitation, any air, surface, subsurfaceif applicable, or water-borne pollution their equipment, facilities or noisesystems; (e) interferes with, or is reasonably likely to interfere with, the transmission or reception of microwave, television, radio, telephone or other communication signals by antennae or other facilities located in the Building or the Project, if applicable; or (0 violates the Rules and Regulations described in Article XX. (C) In addition to any other amounts payable by Tenant shall not commit or allow any waste or damage to be committed on any portion of the Premises. (D) Tenant shall operate and maintain the Powerhouse and plan the Project in a first-class manner consistent with the industry standards for operation, maintenance, planning, and construction of similar combined heat and power cogeneration facilities. Tenant shall coordinate operation and maintenance of the Powerhouse and development activities for the Project so as to ensure continuity of services to be delivered pursuant to (i) the Konarka ESA, as assigned to Tenant, and (ii) the Short-Terra Energy Services Agreement (and any replacement, amendment, or extension thereof as contemplated by Article XXII of this Lease). Until Tenant acquires the Premises pursuant to Article XXII hereofLandlord hereunder, Tenant shall maintain and keep in full force and effect that certain Operations and Maintenance Agreement by and between Veolia Energy Operating Services, LLC and Multilayer Coating Technologies, LLC dated September 19, 2008pay to Landlord, as assigned and when billed to Tenant (and as additional rental, Tenant's Percentage Share of the "O&M Agreement")cost of any improvements, unless such agreement expires by its terms capital expenditures, repairs or is modified replacements to the Building or replaced the Project, if applicable, or any equipment or machinery used in connection with the prior written consent of Landlord Tenant Building or the Project, if applicable, if any such item is expressly authorized to enter into negotiations with Veolia Energy to make beneficial changes to the terms and conditions required under any Applicable Law as of the O&M Agreement or date of this Lease and throughout the Lease Term; provided, however, that any such costs which are properly charged to enter into a new O&M Agreement, but no material changes capital account (together with reasonable financing charges) shall be made without amortized for purposes of this Lease over their useful lives, according to GAAP, and only the prior written consent annual amortization amount (prorated based on the number of Landlorddays of the Lease term in the calendar year) shall be payable by the Tenant with respect to any calendar year.

Compliance with Laws and Other Requirements. (Aa) Tenant, in its use Manager shall supervise compliance of the Premises, shall comply Premises with all laws (including Environmental Lawsapplicable laws, as hereinafter defined) ordinances, regulations rules, regulations, requirements and directives orders of all federal, state and municipal governments, courts, departments, commissions, boards and offices, any national or local Board of Fire Underwriters or Insurance Services offices having jurisdiction, or any body exercising functions similar to those of any governmental authority of the foregoing which may be applicable to the Premises and the operations and management thereof. To the extent Manager becomes aware of the Premises being in non-compliance (or Tenant's use thereofis sus- pected to be in non-compliance) with any laws, includingordinances, without limitation, the Americans With Disabilities Act (collectively "Applicable Laws") excluding any "Pre-existing Environmental Conditions" as defined below, rules or regulations relating to the extent that Landlord has agreed to clean up Premises, then Manager shall promptly notify Owner in writing of such non-compliance or contribute to the cost of cleaning up such Pre-existing Environmental Conditionssuspected non­ compliance. (B) Tenant shall not use the Premises, or permit the Premises to be used, in any manner which: (a) violates any Applicable Law; (b) causes Manager shall obtain a copy of all of Owner's insurance policies and comply or is reasonably likely to cause any damage or liability to supervise compliance with the Premises or Landlord or any other property of Landlord or any occupants of any of Landlord's adjacent property ; (c) violates a requirement or condition provisions of any insurance policy covering or policies insuring Owner in relation to the Premises (so as not to decrease the insurance coverage or increase the insurance premiums). To the extent Manager becomes aware of the Premises being in non-compliance (or is suspected to be in non-compliance) with any insurance policy or insurance policies insuring Owner in relation to the Premises, or increases the cost then Manager shall promptly notify Owner in writing of such policy; non-compliance or (d) constitutes or is reasonably likely to constitute a nuisance, annoyance or inconvenience to Landlord or any occupants of any of Landlord's adjacent property or any other adjacent property, including, without limitation, any air, surface, subsurface, or water-borne pollution or noisesuspected non­ compliance. (Cc) Tenant In accordance with those standards maintained by the best property management company the market and at least equal to the standards and diligence currently maintained by Manager at the Premises, Manager shall not commit take all necessary and proper actions to supervise, ;manage, over­ see and coordinate the performance by Owner (so that Owner is in compliance with and properly per­ forms its obligations) under all leases of space in the Premises and any other lease, sublease, license agreement, easement agreement, covenant:, condition, restriction, document of record, use permit, development agreement, operating agreement or allow any waste other similar document governing or damage applicable to be committed on any portion the title, operation, management, occupancy, promotion and leasing of the PremisesPremises known to Manager. (D) Tenant shall operate and maintain the Powerhouse and plan the Project in a first-class manner consistent with the industry standards for operation, maintenance, planning, and construction of similar combined heat and power cogeneration facilities. Tenant shall coordinate operation and maintenance of the Powerhouse and development activities for the Project so as to ensure continuity of services to be delivered pursuant to (i) the Konarka ESA, as assigned to Tenant, and (ii) the Short-Terra Energy Services Agreement (and any replacement, amendment, or extension thereof as contemplated by Article XXII of this Lease). Until Tenant acquires the Premises pursuant to Article XXII hereof, Tenant shall maintain and keep in full force and effect that certain Operations and Maintenance Agreement by and between Veolia Energy Operating Services, LLC and Multilayer Coating Technologies, LLC dated September 19, 2008, as assigned to Tenant (the "O&M Agreement"), unless such agreement expires by its terms or is modified or replaced with the prior written consent of Landlord Tenant is expressly authorized to enter into negotiations with Veolia Energy to make beneficial changes to the terms and conditions of the O&M Agreement or to enter into a new O&M Agreement, but no material changes shall be made without the prior written consent of Landlord.

Compliance with Laws and Other Requirements. (A) During the term of the Lease (and any extensions), Landlord shall maintain the Building, Building systems, common areas, and structural elements of the Premises in compliance with this Lease and all applicable laws, rules, regulations, ordinance, directives, covenants, easements and restrictions of record, building codes, and the requirements of any applicable fire insurance underwriter or rating bureau, now in effect or which may hereafter come into effect (collectively “Applicable Laws”). Subject to Landlord’s representations set forth herein and Operating Expense exclusion (28), Tenant shall, with respect to the condition of the Premises and at Tenant’s sole cost and expense, in its comply with (a) all Applicable Laws relating solely to Tenant’s specific nature of use of the Premises, shall comply with Premises (other than general office uses); and to (b) all laws (including Environmental Laws, as hereinafter defined) ordinances, regulations and directives of any governmental authority applicable building codes requiring modifications to the Premises or Tenant's use thereofBuilding due any improvements made in the Premises by Tenant pursuant to this Lease. Each party shall immediately notify the other party in writing, including, without limitation, as soon as it becomes aware of a violation of any Applicable Laws pertaining to that party’s obligations under the Americans With Disabilities Act (collectively "Applicable Laws") excluding any "Pre-existing Environmental Conditions" as defined below, to the extent that Landlord has agreed to clean up or contribute to the cost of cleaning up such Pre-existing Environmental ConditionsLease. (B) Tenant shall not use the Premises, or permit the Premises to be used, in any manner which: (a) violates any Applicable Law; (b) causes or is reasonably likely to cause any damage or liability to the Premises Building or Landlord or any other property of Landlord or any occupants of any of Landlord's adjacent property the Premises; (c) violates a requirement or condition of any fire and extended insurance policy covering the Building and/or the Premises, or increases the cost of such policy; or (d) constitutes or is reasonably likely to constitute a nuisance, annoyance or inconvenience to Landlord other tenants or any occupants of any of Landlord's adjacent property the Building or any other adjacent propertyits equipment, including, without limitation, any air, surface, subsurfacefacilities or systems; (e) interferes with, or water-borne pollution is reasonably likely to interfere with, the transmission or noisereception of microwave, television, radio, telephone or other communication signals by antennae or other facilities located in the Building; or (f) violates the Rules and Regulations described in Article XIX. (C) Tenant shall not commit or allow any waste or damage to be committed on any portion of the Premises. (D) Tenant shall operate and maintain the Powerhouse and plan the Project in a first-class manner consistent with the industry standards for operation, maintenance, planning, and construction of similar combined heat and power cogeneration facilities. Tenant shall coordinate operation and maintenance of the Powerhouse and development activities for the Project so as to ensure continuity of services to be delivered pursuant to (i) the Konarka ESA, as assigned to Tenant, and (ii) the Short-Terra Energy Services Agreement (and any replacement, amendment, or extension thereof as contemplated by Article XXII of this Lease). Until Tenant acquires the Premises pursuant to Article XXII hereof, Tenant shall maintain and keep in full force and effect that certain Operations and Maintenance Agreement by and between Veolia Energy Operating Services, LLC and Multilayer Coating Technologies, LLC dated September 19, 2008, as assigned to Tenant (the "O&M Agreement"), unless such agreement expires by its terms or is modified or replaced with the prior written consent of Landlord Tenant is expressly authorized to enter into negotiations with Veolia Energy to make beneficial changes to the terms and conditions of the O&M Agreement or to enter into a new O&M Agreement, but no material changes shall be made without the prior written consent of Landlord.

Compliance with Laws and Other Requirements. (A) TenantExcept as otherwise provide herein and in the Work Letter, Tenant shall cause the Premises to comply in its use of the Premises, shall comply all material respects with all laws (including Environmental Lawslaws, as hereinafter defined) ordinances, regulations and directives of any governmental authority applicable to the Premises or Tenant's use thereof, having jurisdiction including, without limitation, any certificate of occupancy and any law, ordinance, regulation, covenant, condition or restriction affecting the Americans With Disabilities Act (collectively "Applicable Laws") excluding any "Pre-existing Environmental Conditions" as defined below, Building or the Premises which in the future may become applicable to the extent that Landlord has agreed to clean up or contribute to the cost of cleaning up such Pre-existing Environmental ConditionsPremises. (B) Tenant shall not use the Premises, or permit the Premises to be used, in any manner which: (ai) violates any Applicable Law; (bii) causes or is reasonably likely to cause any damage or liability to the Premises Building or Landlord or any other property of Landlord or any occupants of any of Landlord's adjacent property the Premises; (ciii) violates a requirement or condition of any fire and extended insurance policy covering the Building and/or the Premises, or increases the cost of such policy; or (div) constitutes or is reasonably likely to constitute a nuisance, annoyance or inconvenience to Landlord other tenants or any occupants of any of Landlord's adjacent property the Building or any other adjacent propertyits equipment, including, without limitation, any air, surface, subsurfacefacilities or systems; (v) interferes with, or water-borne pollution is reasonably likely to interfere with, the transmission or noisereception of microwave, television, radio, telephone or other communication signals by antennae or other facilities located in the Building; or (vi) violates the Rules and Regulations described in Article XIX. (C) Tenant shall not commit or allow place a load upon any waste or damage floor of the Premises exceeding the floor load per square foot area which such floor was designed to carry and which may be allowed by law. Landlord reserves the right to prescribe the weight and position of all heavy equipment and similar items, and to prescribe the reinforcing necessary, if any, which in the opinion of Landlord may be required under the circumstances, such reinforcing to be committed on any portion of the Premisesat Tenant’s prepaid expense. (D) The parties acknowledge that safety and security devices, services and programs provided by Landlord, if any, while intended to deter crime and ensure safety, may not in given instances prevent theft or other criminal acts, or ensure safety of persons or property. The risk that any safety or security device, service or program may not be effective, or may malfunction, or be circumvented by a criminal, is assumed by Tenant with respect to Tenant’s property and interests, and Tenant shall operate obtain insurance coverage to the extent Tenant desires protection against such criminal acts and maintain the Powerhouse and plan the Project other losses, as further described in a first-class manner consistent with the industry standards for operation, maintenance, planning, and construction of similar combined heat and power cogeneration facilitiesthis Lease. Tenant agrees to cooperate in any reasonable safety or security program developed by Landlord or required by Law. (E) Landlord shall coordinate operation be responsible, at its cost and maintenance of the Powerhouse expense and development activities not as an Operating Expense, for the Project so as to ensure continuity of services to be delivered pursuant to all code compliance work (i) to the Konarka ESAcommon areas of the Building, as assigned if any, including but not limited to Tenantthe path of travel, common area bathrooms fixtures, drinking fountains and required seismic upgrades and (ii) required to comply with any laws or other governmental requirements enacted (or with respect to the Short-Terra Energy Services Agreement (and any replacementADA only, amendment, as interpreted or extension thereof enforced) as contemplated by Article XXII of the date of this Lease). Until Tenant acquires . (F) Notwithstanding anything to the Premises pursuant to Article XXII hereofcontrary herein, Tenant shall maintain and keep in full force and effect that certain Operations and Maintenance Agreement by and between Veolia Energy Operating Servicesnot be required to comply with or cause the Premises to comply with any laws, LLC and Multilayer Coating Technologiesrules, LLC dated September 19, 2008, as assigned to Tenant (regulations or insurance requirements requiring the "O&M Agreement"), construction of alterations unless such agreement expires by its terms or compliance is modified or replaced with the prior written consent of Landlord Tenant is expressly authorized necessitated solely due to enter into negotiations with Veolia Energy to make beneficial changes to the terms and conditions Tenant’s particular use of the O&M Agreement or to enter into a new O&M Agreement, but no material changes shall be made without the prior written consent of LandlordPremises.

Compliance with Laws and Other Requirements. (Aa) Tenant, in its use of the Premises, Subtenant shall comply in all material respects with all laws (including Environmental Lawsapplicable laws, as hereinafter defined) codes, statutes, ordinances, guidelines, rules and regulations and directives of any governmental authority applicable to having jurisdiction over the Premises or Tenant's use thereofSublease Premises, including, without limitation, the Americans With Disabilities Act (as amended from time to time and as may be superseded from time to time, “ADA”) and any Environmental Laws (collectively "“Applicable Laws"”) excluding relating to Subtenant’s use of the Sublease Premises and the operation of Subtenant’s business therein. Further, Subtenant shall be obligated to make any "Pre-existing Environmental Conditions" as defined belowmodification or improvement required pursuant to the ADA, to the extent that Landlord has agreed such modification or improvement is required as a result of any Alteration made by Subtenant. Notwithstanding the foregoing, except in the case of an Alteration made by Subtenant, Subtenant shall not be responsible for capital improvements required for ADA compliance if required for a general office use as opposed to clean up or contribute to the cost of cleaning up such Pre-existing Environmental ConditionsSubtenant’s special use. (Bb) Tenant Subtenant shall not use the Sublease Premises, or permit the Sublease Premises to be used, in any manner whichother than Subtenant’s Permitted Use if such other use: (a) violates any Applicable Law; (b) causes or is reasonably likely to cause any damage or liability to the Premises Property or Landlord or any other property of Landlord or any occupants of any of Landlord's adjacent property the Sublease Premises; (c) violates a requirement or condition of any fire and extended insurance policy covering the Property and/or the Sublease Premises, or increases the cost of such policy; or (d) unreasonably interferes with the conduct of business by other tenants or occupants of the Building or constitutes or is reasonably likely to constitute a nuisance, annoyance or inconvenience to Landlord other tenants or any occupants of the Property or the Property’s equipment, facilities or systems; (e) unreasonably interferes with, or is reasonably likely to interfere with, the transmission or reception of microwave, television, radio, telephone or other communication signals by antennae or other facilities located in the Property; or (f) violates the Rules and Regulations described in Article 17. (c) Subtenant shall maintain a ratio of not more than one Occupant (as defined below) for each one hundred ninety five (195) square feet of rentable area in the Sublease Premises, for a total of one hundred fifty (150) Occupants (hereinafter, the “Occupant Density”). If Sublandlord has a reasonable basis to believe that Subtenant is exceeding the Occupant Density, upon written request by Sublandlord, Subtenant shall maintain on a daily basis an accurate record of the number of employees and other persons who regularly occupy the Sublease Premises (collectively “Occupants”). Sublandlord shall have the right to audit Subtenant’s Occupant record and, at Sublandlord’s option, Sublandlord shall have the right to periodically visit the Sublease Premises without advance notice to Subtenant in order to track the number of Occupants working at the Sublease Premises. For purposes of this section, Occupants shall not include people not employed by Subtenant that deliver or pick up mail or other packages at the Sublease Premises, employees of Sublandlord or employees of Sublandlord’s agents or contractors, or Subtenant’s visitors or contractors who do not regularly occupy the Sublease Premises. Subtenant acknowledges that increased numbers of Occupants causes additional wear and tear on the Sublease Premises, the Garage, the Overflow Parking Premises and the Common Areas, additional use of HVAC, electricity, water and other utilities, and additional demand for other Building services. Nothing contained in this Section shall be interpreted to entitle Subtenant to use more parking spaces than the number permitted by Section 2.3. (d) Subtenant shall reasonably cooperate in any of Landlord's adjacent property green or sustainability initiatives or any other adjacent property, including, without limitation, any air, surface, subsurface, environmental responsibility programs developed by or water-borne pollution implemented by Sublandlord in the Building or noise. as required by Applicable Laws; provided same are imposed at no additional cost or charge to Subtenant and do not adversely interfere (Cexcept to a de minimis extent) Tenant shall not commit or allow any waste or damage to be committed on any portion with the conduct of Subtenant’s business operations in the Sublease Premises. (D) Tenant shall operate and maintain the Powerhouse and plan the Project in a first-class manner consistent with the industry standards for operation, maintenance, planning, and construction of similar combined heat and power cogeneration facilities. Tenant shall coordinate operation and maintenance of the Powerhouse and development activities for the Project so as to ensure continuity of services to be delivered pursuant to (i) the Konarka ESA, as assigned to Tenant, and (ii) the Short-Terra Energy Services Agreement (and any replacement, amendment, or extension thereof as contemplated by Article XXII of this Lease). Until Tenant acquires the Premises pursuant to Article XXII hereof, Tenant shall maintain and keep in full force and effect that certain Operations and Maintenance Agreement by and between Veolia Energy Operating Services, LLC and Multilayer Coating Technologies, LLC dated September 19, 2008, as assigned to Tenant (the "O&M Agreement"), unless such agreement expires by its terms or is modified or replaced with the prior written consent of Landlord Tenant is expressly authorized to enter into negotiations with Veolia Energy to make beneficial changes to the terms and conditions of the O&M Agreement or to enter into a new O&M Agreement, but no material changes shall be made without the prior written consent of Landlord.