Common use of Compliance with Requirements Clause in Contracts

Compliance with Requirements. Subject to Article 11 relating to contests, Lessee, at all times during the Lease Term and at Lessee’s expense, promptly and diligently shall: comply with all Legal Requirements and Insurance Requirements, whether or not compliance therewith shall require structural changes in the Improvements or interfere with the use and enjoyment of the Demised Premises or any part thereof; comply with any instruments of record at the time affecting the Demised Premises or any part thereof; and procure, maintain and comply with all permits, licenses, franchises and other authorizations required for any use of the Demised Premises or any part thereof then being made, including without limitation all permits, licenses, and franchises which Lessee is required to obtain for the proper erection, installation, operation or maintenance of the Improvements or Lessee’s Equipment or any part thereof. From time to time at the request of Lessor, Lessee at Lessee’s expense shall execute, file and record such certificates of compliance, continuation statements, and other documents and certificates, and shall pay such fees and comply with such laws and regulations, as are necessary or appropriate to preserve and protect any right of Lessor under this Lease. Lessee shall furnish to Lessor an opinion satisfactory to Lessor, of counsel satisfactory to Lessor, with respect to the adequacy of such filings and recording. If Lessee’s use of the Demised Premises is or becomes a legal nonconforming use under any Legal Requirement, Lessee shall continually occupy and use the Demised Premises without interruption and comply with such other requirements as may be necessary or appropriate so that such use does not become illegal and may be continued by future occupants of the Demised Premises following the expiration or termination of the Lease Term. Lessee shall not permit all or any part of the Demised Premises to be availed of to qualify for fulfillment of any municipal or governmental requirements for the construction or maintenance of any buildings or other improvements on property other than the Demised Premises, and no building or other improvement constructed on the Demised Premises shall rely on other property not demised hereunder in order to qualify for fulfillment of any governmental requirements. Lessee shall not by act or omission impair the integrity of the Demised Premises as a zoning lot or lots separate and apart from all other property. Any attempt by Lessee to take any action which would violate any provision of this paragraph shall be null and void. During any period of the Lease Term when any perimeter portion of the Demised Premises shall be unimproved by any structure, wall, fence or gate, Lessee shall prevent the same from being used by the public, as such, without restriction or in such manner as might tend to impair Lessor’s title to the Demised Premises or any part thereof, or in such manner as might create an enforceable claim or claims of adverse use or possession by the public, or of implied dedication, of the Demised Premises or any part thereof. Such perimeter portion of the Demised Premises so unimproved at all times shall be subject to such rules or directions as Lessor from time to time may make or give in writing with respect to the maintenance and use thereof, consistent with Lessor’s protection against a claim or claims of the public. All such rules and directions so made or given shall be deemed to be and become incorporated in this Lease by reference and shall be complied with and performed fully and promptly by Lessee at Lessee’s expense. Lessee hereby acknowledges that Lessor does not hereby consent, expressly or by implication, to the unrestricted use or possession of any portion of the Demised Premises by the public.

Compliance with Requirements. Subject (a) Landlord represents to Article 11 Tenant that, as of the date hereof, Landlord has not received any written notice from any governmental authority that the Building Systems serving the Premises or the Common Areas of the Building, including the path of travel to the Premises, are in violation of Requirements as currently interpreted, which violation remains uncured. If any existing violation of applicable Requirements relating to conteststhe Building Systems or Common Areas prevents Tenant from obtaining a certificate of occupancy for the Premises or otherwise materially, Lesseeadversely affects Tenant's use of or access to the Premises, Landlord shall not be liable to Tenant for any damages, but Landlord, at all times during the Lease Term and at Lessee’s expenseno cost to Tenant, promptly and diligently shall: comply with all Legal Requirements and Insurance Requirements, whether or not compliance therewith shall require structural changes in the Improvements or interfere with the use and enjoyment of the Demised Premises or any part thereof; comply with any instruments of record at the time affecting the Demised Premises or any part thereof; and procure, maintain and comply with all permits, licenses, franchises and other authorizations required for any use of the Demised Premises or any part thereof then being made, including without limitation all permits, licenses, and franchises which Lessee is required to obtain as Tenant's sole remedy (except for the proper erectionpotential abatement of Base Rent and Escalation Rent as provided below in this Section 7.3(a)), installation, operation perform such work or maintenance of the Improvements or Lessee’s Equipment or any part thereof. From time to time at the request of Lessor, Lessee at Lessee’s expense shall execute, file and record such certificates of compliance, continuation statements, and other documents and certificates, and shall pay such fees and comply with such laws and regulations, as are necessary or appropriate to preserve and protect any right of Lessor under this Lease. Lessee shall furnish to Lessor an opinion satisfactory to Lessor, of counsel satisfactory to Lessor, with respect to the adequacy of such filings and recording. If Lessee’s use of the Demised Premises is or becomes a legal nonconforming use under any Legal Requirement, Lessee shall continually occupy and use the Demised Premises without interruption and comply with take such other requirements action as may be necessary or appropriate so to cure the violation of Requirements that such use does not become illegal and may be continued by future occupants existed as of the Demised Premises following the expiration or termination of the Lease Term. Lessee shall not permit all or any part of the Demised Premises to be availed of to qualify for fulfillment of any municipal or governmental requirements for the construction or maintenance of any buildings or other improvements on property other than the Demised Premisesdate hereof, and no building or other improvement constructed on the Demised Premises shall rely on other property not demised hereunder in order to qualify for fulfillment of any governmental requirements. Lessee shall not by act or omission impair the integrity of the Demised Premises as a zoning lot or lots separate and apart from all other property. Any attempt by Lessee to take any action which would violate any provision of this paragraph shall be null and void. During any period of the Lease Term when any perimeter portion of the Demised Premises shall be unimproved by any structure, wall, fence or gate, Lessee shall prevent the same from being used by the public, as such, without restriction or in such manner as might tend to impair Lessor’s title to the Demised Premises or any part thereof, or in such manner as might create an enforceable claim or claims of adverse use or possession by the public, or of implied dedication, of the Demised Premises or any part thereof. Such perimeter portion of the Demised Premises so unimproved at all times shall be subject to such rules or directions as Lessor from time to time may make or give in writing with respect to the maintenance and use thereof, consistent with Lessor’s protection against a claim or claims of the public. All such rules and directions so made or given provided that nothing contained herein shall be deemed to be prohibit Landlord from obtaining a variance or relying upon a grandfathered right in order to achieve compliance with Requirements. Further, if solely as a result of the failure of the Building Systems serving the Premises (but not any heating, ventilation or air conditioning units located in or exclusively serving the Premises) or the Common Areas to comply with applicable Requirements, Tenant is prohibited by local authorities from legally occupying the Premises, Base Rent and become incorporated Escalation Rent (if applicable) shall xxxxx one (1) day for each day after the Rent Commencement Date that such violation prevents Tenant from legally occupying the Premises. Notwithstanding the foregoing, Landlord shall have the right to contest any alleged violation in good faith, including, without limitation, the right to apply for and obtain a waiver or deferment of compliance, the right to assert any and all defenses allowed by law, and the right to appeal any decisions, judgments or rulings to the fullest extent permitted by law, and Landlord's obligation to perform work or take such other action to cure a violation under this Section 7.3(a) shall apply after the exhaustion of any and all rights to appeal or contest. In addition, notwithstanding any provision in this Lease by reference and shall be complied with and performed fully and promptly by Lessee at Lessee’s expense. Lessee hereby acknowledges that Lessor does not hereby consent, expressly or by implication, Section 7.3(a) to the unrestricted use or possession of contrary, Landlord's obligation under this Section 7.3(a) shall not apply to the life safety systems located wholly within the Premises, and Tenant, at its sole cost, shall perform any portion work to ensure the compliance of the Demised life safety systems serving the Premises by the publicwith applicable Requirements.

Compliance with Requirements. Subject to Article 11 relating to contests, Lessee, at all times during the Lease Term and at Lessee’s 's expense, promptly and diligently shall: comply with all Legal Requirements and Insurance Requirements, whether or not compliance therewith shall require structural changes in the Improvements or interfere with the use and enjoyment of the Demised Premises or any part thereof; comply with any instruments of record at the time affecting the Demised Premises or any part thereof; and procure, maintain and comply with all permits, licenses, franchises and other authorizations required for any use of the Demised Premises or any part thereof then being made, including without limitation all permits, licenses, and franchises which Lessee is required to obtain for the proper erection, installation, operation or maintenance main tenance of the Improvements or Lessee’s 's Equipment or any part thereof. From time to time at the request of Lessor, Lessee at Lessee’s 's expense shall execute, file and record such certificates of compliance, continuation statements, and other documents and certificates, and shall pay such fees and comply with such laws and regulations, as are necessary or appropriate to preserve and protect any right of Lessor under this Lease. Lessee shall furnish to Lessor an opinion satisfactory to Lessor, of counsel satisfactory to Lessor, with respect to With the adequacy of such filings and recording. If Lessee’s use exception of the Demised Premises is or becomes a legal nonconforming use under any Legal Requirementpayment of rent, Lessee Lessee, at Lessee's expense, shall continually occupy and use the Demised Premises without interruption observe, perform and comply with such other requirements as may be necessary or appropriate so that such use does not become illegal and may be continued by future occupants all of the Demised Premises following the expiration or termination terms, covenants and conditions of the Master Lease Term. Lessee shall not permit all or any on the part of the Demised Premises Lessor to be availed of to qualify for fulfillment observed, performed or complied with. In the event of any municipal default, caused by the Leasee, in the observance, performance or governmental requirements for compliance with any term, covenant or condition of the construction or maintenance of any buildings or other improvements on property other than Master Lease, Lessor shall have the Demised Premisesright to cure such default, and no building all sums advanced or other improvement constructed on the Demised Premises incurred by Lessor in connection therewith shall rely on other property not demised hereunder in order to qualify for fulfillment of any governmental requirements. Lessee shall not by act or omission impair the integrity of the Demised Premises as a zoning lot or lots separate and apart from all other property. Any attempt be paid by Lessee to take any action which would violate any provision of this paragraph shall be null and void. During any period of the Lease Term when any perimeter portion of the Demised Premises shall be unimproved by any structure, wall, fence or gate, Lessee shall prevent the same from being used by the public, Lessor on demand as such, without restriction or in such manner as might tend to impair Lessor’s title to the Demised Premises or any part thereof, or in such manner as might create an enforceable claim or claims of adverse use or possession by the public, or of implied dedication, of the Demised Premises or any part thereof. Such perimeter portion of the Demised Premises so unimproved at all times shall be subject to such rules or directions as Lessor from time to time may make or give in writing with respect to the maintenance and use thereof, consistent with Lessor’s protection against a claim or claims of the public. All such rules and directions so made or given shall be deemed to be and become incorporated in this Lease by reference and shall be complied with and performed fully and promptly by Lessee at Lessee’s expense. Lessee hereby acknowledges that Lessor does not hereby consent, expressly or by implication, to the unrestricted use or possession of any portion of the Demised Premises by the publicAdditional Rent.

Compliance with Requirements. Subject to Article 11 relating to contests, LesseeTenant shall, at all times during the Lease Term and at Lessee’s Tenant's expense, promptly and diligently shall: comply with (i) all Legal Requirements applicable federal, state, county or municipal laws, statutes, ordinances, rules, regulations, requirements, orders and Insurance Requirementsdirections now or hereafter in effect, whether or not compliance therewith shall require structural changes in the Improvements or interfere with the including zoning laws, land use approvals, ordinances and enjoyment building codes, all stormwater laws and regulations and Title III of the Demised Americans With Disabilities Act ("ADA") and other applicable laws and regulations that relate to access by the disabled or handicapped (collectively, “Laws”), (ii) all applicable covenants and restrictions of record (including any Declaration), and (iii) requirements of any fire insurance underwriters or rating bureaus, now in effect or which may hereafter come into effect during the Term, for each of (i), (ii) and (iii) relating to the Premises or any part and/or Tenant’s use thereof; however, Tenant shall not be required to make any structural alterations to the Premises and/or any alterations to the Common Areas in order to comply with any instruments of record at the time affecting the Demised Premises or any part thereof; and procureapplicable Laws, maintain and comply with all permits, licenses, franchises and other authorizations required for any use of the Demised Premises or any part thereof then being made, including without limitation all permits, licenses, and franchises which Lessee is required to obtain for the proper erection, installation, operation or maintenance of the Improvements or Lessee’s Equipment or any part thereof. From time to time at the request of Lessor, Lessee at Lessee’s expense shall execute, file and record such certificates of compliance, continuation statements, and other documents and certificates, and shall pay such fees and comply with such laws and regulations, as are necessary or appropriate to preserve and protect any right of Lessor under this Lease. Lessee shall furnish to Lessor an opinion satisfactory to Lessor, of counsel satisfactory to Lessor, with respect except to the adequacy of extent that such filings and recording. If Lesseecompliance is triggered by Tenant’s use of the Demised Premises Premises, the construction of the Improvements pursuant to Exhibit B or any Alterations (as defined in Section 7.6), in which case such changes will be made by Landlord and Tenant shall reimburse Landlord for the cost thereof within thirty (30) days following receipt of an invoice therefor. Landlord shall, at Landlord’s sole cost and expense (subject to including in Operating Expenses to the extent permitted under Section 2.16), be responsible for compliance with all Laws pertaining to the Project and the Common Areas, other than compliance for which Tenant is or becomes a legal nonconforming use under any Legal Requirementresponsible as described above. Within fifteen (15) days of Landlord’s written request, Lessee shall continually occupy and use the Demised Premises without interruption and Tenant agrees to deliver to Landlord such information and/or documents as Landlord requires in order for Landlord to comply with such California Public Resources Code Section 25402.10, or successor statute(s), and related California Code of Regulation, relating to commercial building energy ratings. Tenant shall not use or permit the use of the Premises in any manner that will create waste or a nuisance or disturb other requirements as may be necessary or appropriate so that such use does not become illegal and may be continued by future occupants of the Demised Premises following Project. Without limiting the expiration or termination generality of the Lease Termforegoing, Tenant shall, at its sole cost and expense, comply promptly with all Hazardous Materials Laws (as defined in Section 18.5) applicable to the Permitted Use and the conduct of Tenant's business, as set forth in Section 18 below. Lessee shall If at any time it reasonably appears to Landlord that Tenant is not permit all fulfilling its obligations under this Section, Landlord may perform, at Tenant's sole cost, an audit or any part inspection of the Demised Premises to be availed of to qualify for fulfillment of any municipal or governmental requirements for the construction or maintenance of any buildings or other improvements on property other than the Demised Premisesevaluate Tenant's compliance herewith. To Landlord’s actual knowledge, and no building or other improvement constructed on the Demised Premises shall rely on other property not demised hereunder in order to qualify for fulfillment of any governmental requirements. Lessee shall not by act or omission impair the integrity as of the Demised Premises as a zoning lot or lots separate and apart from all other property. Any attempt by Lessee to take any action which would violate any provision date of this paragraph shall be null and void. During any period of Lease, the Lease Term when any perimeter portion of the Demised Premises shall be unimproved has not been inspected by any structure, wall, fence or gate, Lessee shall prevent the same from being used by the public, as such, without restriction or in such manner as might tend to impair Lessor’s title to the Demised Premises or any part thereof, or in such manner as might create an enforceable claim or claims of adverse use or possession by the public, or of implied dedication, of the Demised Premises or any part thereof. Such perimeter portion of the Demised Premises so unimproved at all times shall be subject to such rules or directions as Lessor from time to time may make or give in writing with respect to the maintenance and use thereof, consistent with Lessor’s protection against a claim or claims of the public. All such rules and directions so made or given shall be deemed to be and become incorporated in this Lease by reference and shall be complied with and performed fully and promptly by Lessee at Lessee’s expense. Lessee hereby acknowledges that Lessor does not hereby consent, expressly or by implication, to the unrestricted use or possession of any portion of the Demised Premises by the publicCertified Access Specialist (CASp).

Compliance with Requirements. Subject to Article 11 relating to contests, Lessee(a) Tenant shall, at all times during the Lease Term and at LesseeTenant’s expense, promptly and diligently shall: comply with (i) all Legal Requirements applicable federal, state, county or municipal laws, statutes, ordinances, rules, regulations, requirements, orders and Insurance Requirementsdirections now or hereafter in effect, whether or not compliance therewith shall require structural changes in the Improvements or interfere with the including zoning laws, land use approvals, ordinances and enjoyment building codes, stormwater laws and regulations and Title III of the Demised Americans With Disabilities Act (“ADA”) and other applicable laws and regulations that relate to access by the disabled or handicapped (collectively, “Laws”), (ii) all applicable covenants and restrictions of record (including any Declaration), and (iii) requirements of any fire insurance underwriters or rating bureaus, now in effect or which may hereafter come into effect during the Term, for each of (i), (ii) and (iii) relating to the Premises or any part and/or Tenant’s use thereof; however, Tenant shall not be required to make any structural alterations to the Premises and/or any alterations to the Systems and Equipment, the HVAC or the Common Areas in order to comply with any instruments of record at the time affecting the Demised Premises or any part thereof; and procureapplicable Laws, maintain and comply with all permits, licenses, franchises and other authorizations required for any use of the Demised Premises or any part thereof then being made, including without limitation all permits, licenses, and franchises which Lessee is required to obtain for the proper erection, installation, operation or maintenance of the Improvements or Lessee’s Equipment or any part thereof. From time to time at the request of Lessor, Lessee at Lessee’s expense shall execute, file and record such certificates of compliance, continuation statements, and other documents and certificates, and shall pay such fees and comply with such laws and regulations, as are necessary or appropriate to preserve and protect any right of Lessor under this Lease. Lessee shall furnish to Lessor an opinion satisfactory to Lessor, of counsel satisfactory to Lessor, with respect except to the adequacy of extent that such filings and recording. If Lesseecompliance is triggered by Tenant’s use of the Demised Premises Premises, any Tenant’s Work or any Alterations (as defined in Section 7.6), in which case such changes will be made by Landlord and Tenant shall reimburse Landlord for the cost thereof within thirty (30) days following receipt of an invoice therefor. Landlord shall be responsible for compliance with all Laws pertaining to the Project and the Common Areas, other than compliance for which Tenant is or becomes a legal nonconforming use under any Legal Requirementresponsible as described above. Within fifteen (15) days of Xxxxxxxx’s written request, Lessee shall continually occupy and use the Demised Premises without interruption and Xxxxxx agrees to deliver to Landlord such information and/or documents as Landlord requires in order for Landlord to comply with such any regulations relating to commercial building energy ratings benchmarking and/or other reporting requirements as may be necessary either now or appropriate so in the future in effect. Tenant shall not use or permit the use of the Premises in any manner that such use does not become illegal and may be continued by future will create waste or a nuisance or disturb other occupants of the Demised Premises following Project. Without limiting the expiration or termination generality of the Lease Term. Lessee foregoing, (i) Tenant shall not use or permit all the Premises, or any part portion thereof, to be used for the sale, prescription, distribution, use, possession, manufacture or cultivation of cannabis and cannabis-based products regardless of the Demised legality or illegality of the same, and (ii) Tenant shall, at its sole cost and expense, comply promptly with all Hazardous Materials Laws (as defined in Section 18.5) applicable to the Permitted Use and the conduct of Tenant’s business, as set forth in Section 18 below. If at any time it reasonably appears to Landlord that Tenant is not fulfilling its obligations under this Section 6, Landlord may perform, at Tenant’s sole cost and subject to the notice provisions of Section 19 below, an audit or inspection of the Premises to be availed of to qualify for fulfillment of any municipal or governmental requirements for the construction or maintenance of any buildings or other improvements on property other than the Demised Premises, and no building or other improvement constructed on the Demised Premises shall rely on other property not demised hereunder in order to qualify for fulfillment of any governmental requirements. Lessee shall not by act or omission impair the integrity of the Demised Premises as a zoning lot or lots separate and apart from all other property. Any attempt by Lessee to take any action which would violate any provision of this paragraph shall be null and void. During any period of the Lease Term when any perimeter portion of the Demised Premises shall be unimproved by any structure, wall, fence or gate, Lessee shall prevent the same from being used by the public, as such, without restriction or in such manner as might tend to impair Lessorevaluate Tenant’s title to the Demised Premises or any part thereof, or in such manner as might create an enforceable claim or claims of adverse use or possession by the public, or of implied dedication, of the Demised Premises or any part thereof. Such perimeter portion of the Demised Premises so unimproved at all times shall be subject to such rules or directions as Lessor from time to time may make or give in writing with respect to the maintenance and use thereof, consistent with Lessor’s protection against a claim or claims of the public. All such rules and directions so made or given shall be deemed to be and become incorporated in this Lease by reference and shall be complied with and performed fully and promptly by Lessee at Lessee’s expense. Lessee hereby acknowledges that Lessor does not hereby consent, expressly or by implication, to the unrestricted use or possession of any portion of the Demised Premises by the publiccompliance herewith.

Compliance with Requirements. Subject to Article 11 relating to conteststhe terms of the next succeeding sentence, LesseeTenant shall comply, at in all times during the Lease Term and at Lessee’s expensematerial respects, promptly and diligently shall: comply with all Legal Requirements applicable Laws (hereinafter defined) now or hereafter in force, and Insurance Requirementswith all applicable insurance underwriters regulations and other requirements, respecting all matters of occupancy, condition or maintenance of the Premises, whether any of the foregoing shall be directed to Tenant or Landlord and whether imposed on the owner or occupant of the Premises. Notwithstanding the foregoing, but subject to the provisions of Section 9(e) and 9(f) regarding Tenant's obligations with respect to "Hazardous Substances" and "ADA" (as such terms are defined therein), Tenant shall not compliance therewith shall require be obligated to make any structural alterations or capital improvements required by changes in Laws following the Improvements Commencement Date, to the extent similar alterations or interfere with improvements will be required to be made in the Building as a whole as a result of such changes in Law (i.e., as distinguished from alterations or improvements made necessary by Tenant's particular use and enjoyment of the Demised Premises or any required to be made to, or made necessary by, Tenant's Work or other Tenant Alterations), and all such structural alterations or capital improvements which are not so required to be made by Tenant shall instead be made by Landlord (subject to reimbursement as part thereof; comply with any instruments of record at "Expenses", as and to the time affecting extent permitted in Exhibit C hereto). "LAWS" means all statutes, laws, ordinances, codes, rules and regulations, orders and directions of public officials or other acts having the Demised Premises force or any part thereof; and procureeffect of law, maintain and comply with of all permitsfederal, licensesstate, franchises county, municipal and other authorizations required for agencies, authorities or bodies having jurisdiction over the Premises. Tenant shall not make or permit any use of the Demised Premises or the Building, or do or permit to be done anything in or upon the Premises or the Building, or bring or keep anything in the Premises or the Building, which directly or indirectly is forbidden by any part thereof then being made, including without limitation all permits, licenses, and franchises which Lessee is required to obtain for the proper erection, installation, operation or maintenance of the Improvements foregoing or Lessee’s Equipment or any part thereof. From time to time at the request of Lessor, Lessee at Lessee’s expense shall execute, file and record such certificates of compliance, continuation statements, and other documents and certificates, and shall pay such fees and comply with such laws and regulations, as are necessary or appropriate to preserve and protect any right of Lessor under this Lease. Lessee shall furnish to Lessor an opinion satisfactory to Lessor, of counsel satisfactory to Lessor, with respect to the adequacy of such filings and recording. If Lessee’s use of the Demised Premises is or becomes a legal nonconforming use under any Legal Requirement, Lessee shall continually occupy and use the Demised Premises without interruption and comply with such other requirements as which may be necessary dangerous to persons or appropriate so that such use does not become illegal and property, or which may be continued by future occupants invalidate or increase the rate of the Demised Premises following the expiration or termination of the Lease Term. Lessee shall not permit all or any part of the Demised Premises to be availed of to qualify for fulfillment of any municipal or governmental requirements for the construction or maintenance of any buildings or other improvements on property other than the Demised Premises, and no building or other improvement constructed insurance on the Demised Premises shall rely on other property not demised hereunder in order to qualify for fulfillment of any governmental requirements. Lessee shall not by act Building, its appurtenances, contents or omission impair the integrity of the Demised Premises as a zoning lot operations, or lots separate and apart from all other property. Any attempt by Lessee to take any action which would violate any provision tend to create or continue a nuisance or which is contrary to or prohibited by the terms and conditions of this paragraph shall be null and void. During any period of the Lease Term when any perimeter portion of the Demised Premises shall be unimproved by any structure, wall, fence or gate, Lessee shall prevent the same from being used by the public, as such, without restriction or in such manner as might tend to impair Lessor’s title to the Demised Premises or any part thereof, or in such manner as might create an enforceable claim or claims of adverse use or possession by the public, or of implied dedication, of the Demised Premises or any part thereof. Such perimeter portion of the Demised Premises so unimproved at all times shall be subject to such rules or directions as Lessor from time to time may make or give in writing with respect to the maintenance and use thereof, consistent with Lessor’s protection against a claim or claims of the public. All such rules and directions so made or given shall be deemed to be and become incorporated in this Lease by reference and shall be complied with and performed fully and promptly by Lessee at Lessee’s expense. Lessee hereby acknowledges that Lessor does not hereby consent, expressly or by implication, to the unrestricted use or possession of any portion of the Demised Premises by the publiclease.

Compliance with Requirements. Subject to Article 11 relating to contests, Lessee, at all times during the Lease Term and at Lessee’s expense, promptly and diligently shall: Tenant shall comply with all Legal Requirements applicable Laws now or hereafter in force and Insurance with all applicable insurance underwriters' regulations (collectively, the "Requirements" and each, a "Requirement"), respecting all matters of occupancy, condition or maintenance of the Leased Premises, whether any of the foregoing shall be directed to Tenant or not compliance therewith Landlord or any beneficiary of Landlord (if Landlord is a land trust), and whether imposed on the owner or occupant of the Leased Premises. Notwithstanding anything contained herein to the contrary, in no event shall require structural changes Tenant be responsible for undertaking any alterations, improvements or construction in the Improvements Leased Premises, or interfere paying the costs thereof, to bring the Leased Premises in compliance with the any Requirement unless: (a) compliance with such Requirement is necessary as a direct result of Tenant's specific use and enjoyment of the Demised Leased Premises (as opposed to a Requirement that pertains broadly to general office use, or general retail use with respect to the Retail Premises only), in which event Tenant shall be solely responsible for bringing the Leased Premises into compliance with such Requirement and all costs and expenses associated therewith; (b) compliance with such Requirement is necessary as a direct result of Tenant's specific tenancy of the Leased Premises (i.e. the Requirement only pertains to tenants who occupy more than 100,000 square feet in an office building), in which event Landlord shall complete any alteration, improvement or construction in the Leased Premises to bring the Leased Premises into compliance with such Requirement, and Tenant shall be responsible for Tenant's proportionate share of such costs (i.e. if Landlord performs such work on behalf of three similarly-situated tenants in the Building, Tenant shall be responsible for the cost of the work directly attributable to Tenant's Leased Premises); (c) if such Requirement pertains broadly to general office use or general retail use, Landlord shall be responsible for completing such alterations, improvements or construction, the costs of which shall be treated as part of Operating Expenses and Tenant shall be responsible for Tenant's Upper Level Premises Proportionate Share or Retail Premises Proportionate Share, as the case may be, thereof; (d) if such Requirement pertains to the ADA (as hereinafter defined), the obligations of Landlord and Tenant with respect thereto shall be governed by the terms and conditions set forth in Article 31 of this Lease, or (e) if, as a direct result of Tenant's Work or Tenant's subsequent build-out of any premises added to the Leased Premises, the Leased Premises does not comply with any instruments of record Requirement that was in effect at the time affecting Tenant undertook such Tenant's Work or subsequent build-out, Tenant shall be solely responsible for bringing the Demised Leased Premises into compliance with such Requirement and all costs and expenses associated therewith. Tenant shall not make or any part thereof; and procure, maintain and comply with all permits, licenses, franchises and other authorizations required for permit any use of the Demised Leased Premises or the Building, or do or permit to be done anything in or upon the Leased Premises or the Building, or bring or keep anything in the Leased Premises or the Building, which directly or indirectly is forbidden by any part thereof then being madeof the foregoing or which may be dangerous to persons or property, including without limitation all permitsor which may invalidate or increase the rate of insurance on the Building, licensesits appurtenances, contents or operations, or which may cause a default under any Mortgage or Ground Lease provided that Tenant receives notice that said activity is or may be a default under said Mortgage or Ground Lease, and franchises which Lessee is required fails to obtain cease same within ten (10) days after receipt of such notice. Tenant shall procure and maintain all licenses and permits legally necessary for the proper erectionoperation of Tenant's business and allow Landlord to inspect them upon at least twenty-four (24) hours prior verbal or written request, installationand, operation at Tenant's option, accompanied by a representative of Tenant. Tenant shall not be responsible for Hazardous Materials (as hereinafter defined) which exist in the Leased Premises or maintenance the Building prior to the Effective Date of the Improvements or Lessee’s Equipment or any part thereof. From time to time at the request of Lessor, Lessee at Lessee’s expense shall execute, file and record such certificates of compliance, continuation statements, and other documents and certificates, and shall pay such fees and comply with such laws and regulations, as are necessary or appropriate to preserve and protect any right of Lessor under this Lease. Lessee shall furnish to Lessor an opinion satisfactory to Lessor, of counsel satisfactory to Lessor, with respect to the adequacy of such filings and recording. If Lessee’s use of the Demised Premises is or becomes a legal nonconforming use under any Legal Requirement, Lessee shall continually occupy and use the Demised Premises without interruption and comply with such other requirements as may be necessary or appropriate so that such use does not become illegal and may be continued by future occupants of the Demised Premises following the expiration or termination of the Lease Term. Lessee shall not permit all or any part of the Demised Premises to be availed of to qualify for fulfillment of any municipal or governmental requirements for the construction or maintenance of any buildings or other improvements on property other than the Demised Premises, and no building or other improvement constructed on the Demised Premises shall rely on other property not demised hereunder in order to qualify for fulfillment of any governmental requirements. Lessee shall not by act or omission impair the integrity of the Demised Premises as a zoning lot or lots separate and apart from all other property. Any attempt by Lessee to take any action which would violate any provision of this paragraph shall be null and void. During any period of the Lease Term when any perimeter portion of the Demised Premises shall be unimproved by any structure, wall, fence or gate, Lessee shall prevent the same from being used by the public, as such, without restriction or in such manner as might tend to impair Lessor’s title to the Demised Premises or any part thereof, or in such manner as might create an enforceable claim or claims of adverse use or possession by the public, or of implied dedication, of the Demised Premises or any part thereof. Such perimeter portion of the Demised Premises so unimproved at all times shall be subject to such rules or directions as Lessor from time to time may make or give in writing with respect to the maintenance and use thereof, consistent with Lessor’s protection against a claim or claims of the public. All such rules and directions so made or given shall be deemed to be and become incorporated in this Lease by reference and shall be complied with and performed fully and promptly by Lessee at Lessee’s expense. Lessee hereby acknowledges that Lessor does not hereby consent, expressly or by implication, to the unrestricted use or possession of any portion of the Demised Premises by the public.

Compliance with Requirements. Subject to Article 11 relating to contests, LesseeThe Borrower Parties, at all times during the Lease Term their joint and at Lessee’s several expense, will promptly and diligently shall: (i) comply with all Legal Requirements and Insurance RequirementsRequirements in respect of the operation of the Business and the use, operation, maintenance, repair and restoration of the Collateral, whether or not compliance therewith shall require structural changes change in any of the Improvements or interfere with the use and enjoyment of the Demised Premises Collateral or any part thereof; comply with any instruments operation of record at the time affecting the Demised Premises or any part thereof; Hospital, and (ii) procure, maintain and comply with all permits, licenses, franchises certificates of need, Medicare and Medicaid provider agreements, accreditations and other authorizations required for the conduct of the Business and any use of the Demised Premises or any part thereof Collateral then being made, including without limitation all permits, licenses, and franchises which Lessee is required to obtain for the proper erection, installation, operation or and maintenance of the Improvements or Lessee’s Equipment Collateral or any part thereof. From time Upon MPT's request, the Borrower Parties shall deliver copies of all such licenses, certificates of need, agreements and other authorizations. The Borrower Parties, jointly and severally, hereby agree to time indemnify and defend, at the request of Lessor, Lessee at Lessee’s expense shall execute, file Borrower Parties' sole cost and record such certificates of compliance, continuation statementsexpense, and other documents hold the MPT Parties, their respective successors and certificatesassigns, harmless from and against, and shall pay such fees to reimburse the MPT Parties and comply with such laws their respective successors and regulations, as are necessary or appropriate to preserve and protect any right of Lessor under this Lease. Lessee shall furnish to Lessor an opinion satisfactory to Lessor, of counsel satisfactory to Lessorassigns, with respect to the adequacy any and all claims, demands, actions, causes of such filings action, losses, damages, liabilities, costs and recording. If Lessee’s use expenses (including, without limitation, reasonable attorneys' fees and court costs) of any and every kind or character, known or unknown, fixed or contingent, asserted against or incurred by any of the Demised Premises is or becomes a legal nonconforming use under any Legal Requirement, Lessee shall continually occupy and use the Demised Premises without interruption and comply with such other requirements as may be necessary or appropriate so that such use does not become illegal and may be continued by future occupants of the Demised Premises following the expiration or termination of the Lease Term. Lessee shall not permit all or any part of the Demised Premises to be availed of to qualify for fulfillment of any municipal or governmental requirements for the construction or maintenance of any buildings or other improvements on property other than the Demised Premises, and no building or other improvement constructed on the Demised Premises shall rely on other property not demised hereunder in order to qualify for fulfillment of any governmental requirements. Lessee shall not by act or omission impair the integrity of the Demised Premises as a zoning lot or lots separate and apart from all other property. Any attempt by Lessee to take any action which would violate any provision of this paragraph shall be null and void. During any period of the Lease Term when any perimeter portion of the Demised Premises shall be unimproved by any structure, wall, fence or gate, Lessee shall prevent the same from being used by the public, as such, without restriction or in such manner as might tend to impair Lessor’s title to the Demised Premises or any part thereofMPT Parties, or in such manner as might create an enforceable claim or claims of adverse use or possession by the publictheir respective successors and assigns, or of implied dedication, of the Demised Premises or at any part thereof. Such perimeter portion of the Demised Premises so unimproved at all times shall be subject to such rules or directions as Lessor time and from time to time by reason or arising out of any breach by the Borrower Parties of any of the provisions of this Section. The Borrower Parties covenant and agree that the Collateral shall not be used for any unlawful purpose. The Borrower Parties shall use their best efforts to have tenants acquire and maintain all licenses, certificates, permits, provider agreements and other authorizations and approvals needed to operate the Collateral and all equipment and machinery used in or in connection with the Collateral in its customary manner for the Primary Intended Use and any other use conducted on the Collateral as may make or give be permitted from time to time hereunder. The Borrower Parties further covenant and agree that their use of the Collateral, the use of all equipment and machinery used in writing connection with respect to the maintenance Collateral, and use the maintenance, alteration, and operation of the same, and all parts thereof, consistent with Lessor’s protection against a claim or claims of the public. All such shall at all times conform to all applicable local, state and federal laws, ordinances, rules and directions so made or given shall be deemed to be and become incorporated in this Lease by reference and shall be complied with and performed fully and promptly by Lessee at Lessee’s expense. Lessee hereby acknowledges that Lessor does not hereby consent, expressly or by implication, to the unrestricted use or possession of any portion of the Demised Premises by the publicregulations.