Common use of Condition upon Termination Clause in Contracts

Condition upon Termination. At the expiration or earlier termination of the Term, Tenant (and all persons claiming by, through or under Tenant) shall without the necessity of notice deliver the Premises (including all Initial Tenant Work, none of which shall be removed by Tenant except as provided in the next grammatical paragraph of this Section 10.06, and all other Tenant Work to the extent provided in Section 10.05(f) of this Lease) broom-clean, in compliance with the requirements of Section 10.07 and in good order, repair and condition, excepting only damage caused by fire, other casualty, or taking, reasonable wear and tear, and damage caused by the negligence or willful misconduct of Landlord, Landlord’s agents, employees, or contractors. The Premises shall be surrendered to Landlord free and clear of any mechanic’s liens (or any similar lien related to labor or materials) or other lien or encumbrance (excluding liens or encumbrances existing as of the date hereof and liens or encumbrances granted by Landlord or related to work performed by or for Landlord) against any part of the Premises, equipment and/or any Initial Tenant Work or any other Tenant Work to be surrendered with the Premises. As part of such delivery, Tenant shall also provide all keys (or lock combinations, codes, access cards, passwords relating to BMS equipment or software, or electronic passes) to the Premises to Landlord; remove all signs wherever located; and, except as set forth in Section 10.05(f), remove all Tenant’s Property and other personal property whether or not bolted or otherwise attached. As used herein, “Tenant’s Property” shall mean all trade fixtures, furnishings, equipment, inventory, cabling of any type, and other personal property owned by Tenant or any person acting under Tenant at the Premises. Tenant shall repair all damage that results from such removal and restore the Premises substantially to a fully functional and tenantable condition (including the filling of all floor and wall holes, the removal of all disconnected wiring back to junction boxes and the replacement of all damaged ceiling tiles). Any property not so removed shall be deemed abandoned, shall at once become the property of Landlord, and may be disposed of in such manner as Landlord shall see fit; and Tenant shall pay the reasonable cost of removal and disposal to Landlord within ten (10) days of Landlord’s written demand. Notwithstanding the preceding provisions of this Section 10.06, provided that no Event of Default has occurred and is then continuing, then at any time after the expiration (but not the earlier termination) of the Initial Term, Tenant shall be permitted to remove pieces of laboratory equipment which are not permanently affixed to the Building (e.g., not lab benches, fume hoods or mechanical equipment which are so affixed), and whose removal will not cause material damage to the Building, to the extent that Tenant spent in excess of the Landlord’s Allowance on the Initial Tenant Work (excluding portions of the Landlord’s Allowance allocated to payment of design costs, Landlord’s construction management oversight fee, and other so-called “soft” costs). Promptly following the final completion of the Initial Tenant Work, Tenant shall provide to Landlord (i) a reasonably detailed breakdown of all costs incurred by Tenant in connection with the design and construction of the Initial Tenant Work (whether such costs were paid out of the Landlord’s Allowance or out of Tenant’s own funds or otherwise), together with such supporting documentation therefor as Landlord may reasonably request, and (ii) a schedule of the items of laboratory equipment which Tenant desires to remove pursuant to this paragraph after the expiration of the Initial Term together with the cost paid by Tenant for each such item. By way of illustration only and not in limitation of the foregoing, if (x) the cost to design and construct the Tenant Work is $300/rsf, (y) the Landlord’s Allowance is $200/rsf, and (z) $20/rsf of the Landlord’s Allowance is spent on design costs, construction management oversight fee and other soft costs, then, subject to the provisions of this paragraph, Tenant would be permitted to remove specified pieces of laboratory equipment costing not more than: $300/rsf (total cost) - $200/rsf (Landlord’s Allowance) - $20/rsf (portion of Landlord’s Allowance spent on soft costs) = $80/rsf. The provisions of this Section shall survive the expiration or (with respect to the first grammatical paragraph of this Section only) the earlier termination of the Term.

Condition upon Termination. At the expiration or earlier termination of the Termthis Lease, Tenant (and all persons claiming by, through or under Tenantit) shall shall, without the necessity of notice deliver requiring any notice, surrender the Premises (including all Initial Finish Work and Tenant Work, none of which shall be removed by Tenant except as provided in the next grammatical paragraph of this Section 10.06), and all replacements thereof, except such additions, alterations, and other Tenant Work as Landlord may direct to be removed at the extent provided in Section 10.05(f) of this Lease) broom-clean, in compliance with time Landlord approves the requirements of Section 10.07 and in good order, repair and condition, excepting only damage caused by fire, other casualty, or taking, reasonable wear and tear, and damage caused by the negligence or willful misconduct of Landlord, Landlord’s agents, employees, or contractorsplans therefor. The Premises shall be surrendered to Landlord free and clear of any mechanic’s liens (or any similar lien related relating to labor or and materials) or other lien or encumbrance (excluding liens or encumbrances existing as of the date hereof and liens or encumbrances granted by Landlord or related to work performed by or for Landlord) filed against any part of the Premises, Premises and free and clear of any financing or other encumbrance on any equipment and/or any Initial Tenant Work or any other Tenant Work to be surrendered with the Premises. As part Upon surrender of the Premises Tenant shall give Landlord all keys and security cards or codes to the Premises or remove such deliverysecurity system. Except as specified in this Section 10.06 or as Landlord directs, Tenant shall also provide remove all keys of its trade fixtures, wire, cable, fiber (or lock combinationsbut not conduit, codesunless Landlord shall so request, access cardsand in no event shall Tenant have any obligation to remove wire, passwords relating to BMS equipment or softwarecable, fiber, or electronic passes) to conduit that is installed in connection with the Finish Work or any Tenant Work that must remain on the Premises to Landlord; remove at the expiration or earlier termination of the Term), any personal property and all Tenant’s signs wherever located; and, except as set forth in Section 10.05(f), remove all Tenant’s Property and other personal property whether or not bolted or otherwise attached. As used herein, “Tenant’s Property” shall mean all trade fixtures, furnishings, equipment, inventory, cabling of any type, and other personal property owned by Tenant or any person acting under Tenant at the Premises. Tenant shall repair all any damage that to the Premises and/or to the Property which results from such in the course of any removal and shall restore the Premises substantially and the Property to a fully functional and tenantable condition (condition, including the filling of all floor and wall holes, the removal of removing all disconnected wiring back to junction boxes and the replacement of replacing all damaged ceiling tiles. Tenant shall yield up the Premises broom-clean and in good order, repair and condition, except for reasonable wear and tear (or damage by casualty or taking). Any property not so removed pursuant to this Section 10.06 within thirty (30) days after the expiration or termination of the Lease shall be deemed abandoned, shall at once become the property of Landlord, abandoned and may be removed and disposed of in such manner as Landlord shall see fit; by Landlord, and Tenant shall pay to Landlord the reasonable cost and expense of such removal and disposal to Landlord within ten (10) days disposition and of Landlord’s written demand. Notwithstanding the preceding provisions of this Section 10.06, provided that no Event of Default has occurred and is then continuing, then at any time after the expiration (but not the earlier termination) of the Initial Term, Tenant shall be permitted to remove pieces of laboratory equipment which are not permanently affixed incidental repairs to the Building (e.g., not lab benches, fume hoods or mechanical equipment which are so affixed), and whose removal will not cause material damage to the Building, to the extent that Tenant spent in excess of the Landlord’s Allowance on the Initial Tenant Work (excluding portions of the Landlord’s Allowance allocated to payment of design costs, Landlord’s construction management oversight fee, and other so-called “soft” costs). Promptly following the final completion of the Initial Tenant Work, Tenant shall provide to Landlord (i) a reasonably detailed breakdown of all costs incurred by Tenant in connection with the design and construction of the Initial Tenant Work (whether such costs were paid out of the Landlord’s Allowance or out of Tenant’s own funds or otherwise), together with such supporting documentation therefor as Landlord may reasonably request, and (ii) a schedule of the items of laboratory equipment which Tenant desires to remove pursuant to this paragraph after the expiration of the Initial Term together with the cost paid by Tenant for each such item. By way of illustration only and not in limitation of the foregoing, if (x) the cost to design and construct the Tenant Work is $300/rsf, (y) the Landlord’s Allowance is $200/rsf, and (z) $20/rsf of the Landlord’s Allowance is spent on design costs, construction management oversight fee and other soft costs, then, subject to the provisions of this paragraph, Tenant would be permitted to remove specified pieces of laboratory equipment costing not more than: $300/rsf (total cost) - $200/rsf (Landlord’s Allowance) - $20/rsf (portion of Landlord’s Allowance spent on soft costs) = $80/rsf. The provisions of this Section shall survive the expiration or (with respect to the first grammatical paragraph of this Section only) the earlier termination of the TermPremises.

Condition upon Termination. At the expiration of the Term or the earlier termination of the Termthis Lease, Tenant (and all persons claiming by, through or under Tenant) shall without the necessity of notice deliver the Premises (including all Initial Tenant Work, none of which shall be removed by Tenant except as provided in the next grammatical paragraph of this Section 10.06, and all other Tenant Work to the extent provided in Section 10.05(f) of this Lease) broom-clean, in compliance with the requirements of Section 10.07 and in good order, repair and condition, excepting only damage caused by fire, other casualty, or taking, reasonable wear and tear, and damage caused by the negligence or willful misconduct of Landlord, or Landlord’s agents, employees, or contractors. The Premises shall be surrendered to Landlord free and clear of any mechanic’s liens (or any similar lien related to labor or materials) or other lien or encumbrance (excluding liens or encumbrances existing as of the date hereof and liens or encumbrances granted by Landlord or related to work performed by or for Landlord) against any part of the Property or the Premises, equipment and/or any Initial Tenant Work or any other Tenant Work to be surrendered with the Premises. As part of such delivery, Tenant shall also provide all keys (or lock combinations, codes, access cards, passwords relating to BMS equipment or software, cards or electronic passes) to the Premises to Landlord; remove all signs wherever located; and, except as set forth in Section 10.05(f), remove all Tenant’s Property and other personal property whether or not bolted or otherwise attached. As used herein, “Tenant’s Property” shall mean all trade fixtures, furnishings, equipment, inventory, cabling of any type, and other personal property owned by Tenant or any person acting under Tenant at the Premises. Tenant shall repair all damage that results from such removal and restore the Premises substantially to a fully functional and tenantable condition (including the filling of all floor and wall holes, the removal of all disconnected wiring back to junction boxes and the replacement of all damaged ceiling tiles). Any property not so removed shall be deemed abandoned, shall at once become the property of Landlord, and may be disposed of in such manner as Landlord shall see fit; and Tenant shall pay the reasonable cost of removal and disposal to Landlord within ten (10) days of Landlord’s written upon demand. Notwithstanding the preceding provisions of this Section 10.06, provided that no Event of Default has occurred and is then continuing, then at any time after the expiration (but not the earlier termination) of the Initial Term, Tenant shall be permitted to remove pieces of laboratory equipment which are not permanently affixed to the Building (e.g., not lab benches, fume hoods or mechanical equipment which are so affixed), and whose removal will not cause material damage to the Building, to the extent that Tenant spent in excess of the Landlord’s Allowance on the Initial Tenant Work (excluding portions of the Landlord’s Allowance allocated to payment of design costs, Landlord’s construction management oversight fee, and other so-called “soft” costs). Promptly following the final completion of the Initial Tenant Work, Tenant shall provide to Landlord (i) a reasonably detailed breakdown of all costs incurred by Tenant in connection with the design and construction of the Initial Tenant Work (whether such costs were paid out of the Landlord’s Allowance or out of Tenant’s own funds or otherwise), together with such supporting documentation therefor as Landlord may reasonably request, and (ii) a schedule of the items of laboratory equipment which Tenant desires to remove pursuant to this paragraph after the expiration of the Initial Term together with the cost paid by Tenant for each such item. By way of illustration only and not in limitation of the foregoing, if (x) the cost to design and construct the Tenant Work is $300/rsf, (y) the Landlord’s Allowance is $200/rsf, and (z) $20/rsf of the Landlord’s Allowance is spent on design costs, construction management oversight fee and other soft costs, then, subject to the provisions of this paragraph, Tenant would be permitted to remove specified pieces of laboratory equipment costing not more than: $300/rsf (total cost) - $200/rsf (Landlord’s Allowance) - $20/rsf (portion of Landlord’s Allowance spent on soft costs) = $80/rsf. The provisions of this Section shall survive the expiration of the Term or (with respect to the first grammatical paragraph of this Section only) the earlier termination of the Termthis Lease.

Condition upon Termination. At the expiration or earlier termination of the Termthis Lease, Tenant (and all persons claiming by, through or under Tenantit) shall shall, without the necessity of notice deliver requiring any notice, surrender the Premises (including all Initial Finish Work and Tenant Work, none of which shall be removed by Tenant except as provided in the next grammatical paragraph of this Section 10.06), and all replacements thereof, except such additions, alterations, and other Tenant Work as Landlord may direct to be removed at the extent provided in Section 10.05(f) of this Lease) broom-clean, in compliance with time Landlord approves the requirements of Section 10.07 and in good order, repair and condition, excepting only damage caused by fire, other casualty, or taking, reasonable wear and tear, and damage caused by the negligence or willful misconduct of Landlord, Landlord’s agents, employees, or contractorsplans therefor. The Premises shall be surrendered to Landlord free and clear of any mechanic’s liens (or any similar lien related relating to labor or and materials) or other lien or encumbrance (excluding liens or encumbrances existing as of the date hereof and liens or encumbrances granted by Landlord or related to work performed by or for Landlord) filed against any part of the Premises, Premises and free and clear of any financing or other encumbrance on any equipment and/or any Initial Tenant Work or any other Tenant Work to be surrendered with the Premises. As part Upon surrender of such deliverythe Premises Tenant shall give Landlord all keys and security cards or codes to the Premises. Except as specified in this Section 10.06 or as Landlord directs, Tenant shall also provide all keys (or lock combinations, codes, access cards, passwords relating to BMS equipment or software, or electronic passes) to the Premises to Landlord; remove all of its trade fixtures, wire, cable, fiber (but not conduit, unless Landlord shall so request), any personal property and all Tenant’s signs wherever located; and, except as set forth in Section 10.05(f), remove all Tenant’s Property and other personal property whether or not bolted or otherwise attached. As used herein, “Tenant’s Property” shall mean all trade fixtures, furnishings, equipment, inventory, cabling of any type, and other personal property owned by Tenant or any person acting under Tenant at the Premises. Tenant shall repair all any damage that to the Premises and/or to the Property which results from such in the course of any removal and shall restore the Premises substantially and the Property to a fully functional and tenantable condition (condition, including the filling of all floor and wall holes, the removal of removing all disconnected wiring back to junction boxes and the replacement of replacing all damaged ceiling tiles. Tenant shall yield up the Premises broom-clean and in good order, repair and condition, except for reasonable wear and tear (or damage by casualty or taking). Any property not so removed pursuant to this Section 10.06 within thirty (30) days after the expiration or termination of the Lease shall be deemed abandoned, shall at once become the property of Landlord, abandoned and may be removed and disposed of in such manner as Landlord shall see fit; by Landlord, and Tenant shall pay to Landlord the reasonable cost and expense of such removal and disposal to Landlord within ten (10) days disposition and of Landlord’s written demand. Notwithstanding the preceding provisions of this Section 10.06, provided that no Event of Default has occurred and is then continuing, then at any time after the expiration (but not the earlier termination) of the Initial Term, Tenant shall be permitted to remove pieces of laboratory equipment which are not permanently affixed incidental repairs to the Building (e.g., not lab benches, fume hoods or mechanical equipment which are so affixed), and whose removal will not cause material damage to the Building, to the extent that Tenant spent in excess of the Landlord’s Allowance on the Initial Tenant Work (excluding portions of the Landlord’s Allowance allocated to payment of design costs, Landlord’s construction management oversight fee, and other so-called “soft” costs). Promptly following the final completion of the Initial Tenant Work, Tenant shall provide to Landlord (i) a reasonably detailed breakdown of all costs incurred by Tenant in connection with the design and construction of the Initial Tenant Work (whether such costs were paid out of the Landlord’s Allowance or out of Tenant’s own funds or otherwise), together with such supporting documentation therefor as Landlord may reasonably request, and (ii) a schedule of the items of laboratory equipment which Tenant desires to remove pursuant to this paragraph after the expiration of the Initial Term together with the cost paid by Tenant for each such item. By way of illustration only and not in limitation of the foregoing, if (x) the cost to design and construct the Tenant Work is $300/rsf, (y) the Landlord’s Allowance is $200/rsf, and (z) $20/rsf of the Landlord’s Allowance is spent on design costs, construction management oversight fee and other soft costs, then, subject to the provisions of this paragraph, Tenant would be permitted to remove specified pieces of laboratory equipment costing not more than: $300/rsf (total cost) - $200/rsf (Landlord’s Allowance) - $20/rsf (portion of Landlord’s Allowance spent on soft costs) = $80/rsf. The provisions of this Section shall survive the expiration or (with respect to the first grammatical paragraph of this Section only) the earlier termination of the TermPremises.

Condition upon Termination. At the expiration or earlier termination of the Term, Tenant (and all persons claiming by, through or under Tenant) shall without the necessity of notice notice, deliver the Premises (including all Initial Tenant Improvements and Tenant Work, none of which shall be removed by Tenant except as provided in the next grammatical paragraph of this Section 10.06, and all replacements thereof, except such additions, alterations, Initial Tenant Improvements and other Tenant Work as the Landlord may direct to be removed at the extent provided time the Landlord approves the plans thereof, or, in Section 10.05(f) the case of this LeaseTenant Work not subject to Landlord approval, at the time of expiration or earlier termination of the Term) broom-clean, in compliance with the requirements of Section 10.07 and in good order, repair and tenantable condition, excepting only damage caused by fire, other casualty, or taking, reasonable wear and tear, and damage caused by casualty or taking (to the negligence or willful misconduct extent provided in Article 12 only) excepted. (For purposes of Landlordthe foregoing sentence, Landlord’s agentsthe term “reasonable wear and tear” constitutes that normal, employees, or contractors. gradual deterioration that occurs due to aging and ordinary use despite reasonable and timely maintenance and repairs; in no event shall “reasonable wear and tear” excuse Tenant from its duty to maintain same in good condition and repair and otherwise serviceable.) The Premises shall be surrendered to Landlord free and clear of any mechanic’s liens (or any similar lien related to labor or materials) or other lien or encumbrance (excluding liens or encumbrances existing as of the date hereof and liens or encumbrances granted by Landlord or related to work performed by or for Landlord) filed against any part of the Premises, Premises and free and clear of any financing or other encumbrance on any equipment and/or any Initial Tenant Work Improvements or any other Tenant Work to be surrendered with the Premises. As part of such delivery, Tenant shall also provide all keys (or lock combinations, codes, access cards, passwords relating to BMS equipment or software, codes or electronic passes) to the Premises to Landlord; remove all signs wherever located; and, except as set forth provided in this Section 10.05(f)10.06, remove all Tenant’s Tenant Property and other personal property whether or not bolted or otherwise attached. As used herein, “Tenant’s Tenant Property” shall mean all trade fixtures, furnishings, equipment, equipment inventory, cabling of any type, and other personal property owned by Tenant or any person acting under Tenant at the Premises. Tenant shall repair all damage that results from such removal and restore the Premises substantially to a fully functional and tenantable condition (including the filling of all floor and wall holes, the removal of all disconnected wiring back to junction boxes and the replacement of all damaged ceiling tiles). Any property not so removed shall be deemed abandoned, shall at once become the property of Landlord, and may be disposed of in such manner as Landlord shall see fit; and Tenant shall pay the reasonable cost of removal and disposal to Landlord upon demand. If this Lease shall be terminated by reason of Tenant’s breach or Event of Default, then, notwithstanding anything to the contrary in this Section 10.06 or otherwise in this Lease contained, Landlord shall have, and Tenant hereby grants, a security interest and lien against all Tenant Property in the premises or elsewhere in the Building to secure Landlord’s rights under Article 14 hereof. Tenant acknowledges and agrees that Landlord may prepared and file, and Tenant shall, within ten (10) days of Landlord’s written demand. Notwithstanding the preceding provisions of this Section 10.06request, provided that no Event of Default has occurred from time to time, execute and is then continuingdeliver to Landlord, then at any time after the expiration (but not the earlier termination) of the Initial Term, Tenant shall be permitted to remove pieces of laboratory equipment which are not permanently affixed to the Building such documentation (e.g., not lab benches, fume hoods or mechanical equipment which are so affixed), UCC statements) as may be necessary to enable Landlord to perfect and whose removal will not cause material damage to the Building, to the extent that Tenant spent in excess of the Landlord’s Allowance on the Initial Tenant Work (excluding portions of the Landlord’s Allowance allocated to payment of design costs, Landlord’s construction management oversight fee, enforce such security interest and other so-called “soft” costs). Promptly following the final completion of the Initial Tenant Work, Tenant shall provide to Landlord (i) a reasonably detailed breakdown of all costs incurred by Tenant in connection with the design and construction of the Initial Tenant Work (whether such costs were paid out of the Landlord’s Allowance or out of Tenant’s own funds or otherwise), together with such supporting documentation therefor as Landlord may reasonably request, and (ii) a schedule of the items of laboratory equipment which Tenant desires to remove pursuant to this paragraph after the expiration of the Initial Term together with the cost paid by Tenant for each such item. By way of illustration only and not in limitation of the foregoing, if (x) the cost to design and construct the Tenant Work is $300/rsf, (y) the Landlord’s Allowance is $200/rsf, and (z) $20/rsf of the Landlord’s Allowance is spent on design costs, construction management oversight fee and other soft costs, then, subject to the provisions of this paragraph, Tenant would be permitted to remove specified pieces of laboratory equipment costing not more than: $300/rsf (total cost) - $200/rsf (Landlord’s Allowance) - $20/rsf (portion of Landlord’s Allowance spent on soft costs) = $80/rsflien. The provisions covenants of this Section shall survive the expiration or (with respect to the first grammatical paragraph of this Section only) the earlier termination of the Term.