Generator. Tenant shall have the right to install as an alteration to the Premises a 750 kW emergency back-up generator and related above-ground diesel fuel storage tank in an enclosure compatible with the Building (collectively, the “Generator Installation”) in one of the approved areas shown on Exhibit H, subject in all respects to obtaining and maintaining all necessary governmental permits and approvals, compliance with requirements of applicable Laws and this Lease, and detailed plans and specifications therefor which shall be subject to Landlord’s prior written approval, which approval shall not be unreasonably withheld. Tenant shall, at Tenant’s sole cost, operate, maintain and repair the Generator Installation in first-class condition and repair in accordance with all applicable Laws. In addition, in the event any part of the Project is affected or damaged by the installation, maintenance, repair, use and/or operation of the Generator Installation, Tenant shall repair and/or restore such affected portion of the Project in a manner reasonably acceptable to Landlord. Tenant shall abide by the highest industry safety and environmental standards for the installation, maintenance, repair, use and/or operation of the Generator Installation. All of the provisions of this Lease with respect to Tenant’s Premises and alterations thereto shall apply to the Generator Installation and to Tenant’s installation, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs and maintenance, and compliance with applicable Laws. Without in any manner limiting the obligations of Tenant as set forth in this Lease, Tenant shall be solely responsible for and shall indemnify, defend and hold Landlord harmless from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, sums paid in settlement of claims and for reasonable attorneys’ fees, consultant fees and expert fees) which arise during or after the Term as a result of installation, maintenance, repair, use and/or operation of the Generator Installation (including, without limitation, any diesel fuel or other Hazardous Materials stored and/or used in connection therewith). This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work to the extent associated with the Generator Installation. Tenant shall promptly take all actions, at its sole cost and expense, as are necessary to return the Premises and/or Project to the condition existing prior to the introduction of any such Hazardous Materials, provided Landlord’s approval of such actions shall first be obtained and Tenant shall fully cooperate in connection with any such clean-up, restoration or other work, at Tenant’s sole cost and expense. Furthermore, Tenant shall immediately notify Landlord of any inquiry, test, investigation or enforcement proceeding by or against Tenant or the Premises concerning the presence of any Hazardous Materials. Tenant acknowledges that Landlord, at Landlord’s election, shall have the right, at Tenant’s expense and in cooperation with Tenant, to negotiate, defend, approve and appeal any action taken or order issued by any governmental authority with regard to any Hazardous Materials contamination which Tenant is obligated hereunder to remediate. The covenants of Tenant hereunder shall survive the expiration of the Term or earlier termination of this Lease.
Appears in 1 contract
Sources: Lease Agreement (Ariba Inc)
Generator. (a) Subject to the terms and conditions hereinafter set forth, Tenant shall have the right to install as an alteration to the Premises and maintain, at Tenant’s option, a 750 kW emergency back-up portable or a permanent diesel powered electric generator and related above-ground equipment (the “Generator”) on the land outside of the Building at a location identified on Exhibit F attached hereto. The pad site specifications and Generator specifications are attached hereto as Exhibit F. Tenant may use the existing conduits for the Generator. Landlord shall construct the Generator pad and tilt panel screening (“Landlord’s Generator Improvements”) at its sole cost and expense within a reasonable amount of time after Landlord’s execution and delivery of this Lease.
(b) Tenant shall submit to Landlord for approval plans for the Generator (including connections and related equipment) which plans shall specify noise levels. Landlord shall not unreasonably withhold or delay its approval for said plans.
(c) Tenant shall comply with all ordinances, codes and regulations regarding the Generator (including the storage and handling of diesel fuel storage tank in an enclosure compatible or other petroleum products) and shall obtain all permits therefor. Prior to commencing installation, Tenant shall provide Landlord with copies of all required governmental and quasi-governmental permits, licenses and authorizations which Tenant will obtain at its own expense and which Tenant will maintain at all time during the Building (collectively, the “Generator Installation”) in one operation of the approved areas shown on Exhibit HGenerator. Landlord may withhold approval if the installation or operation of the Generator may damage the structural integrity of the Building, subject in all respects interfere with any Building systems, or violate any applicable laws. No installation of the Generator will be permitted if Tenant has not provided Landlord with a certificate of insurance evidencing that Tenant has obtained and is maintaining the liability insurance Tenant is obligated by this Lease to obtaining obtain and maintaining all necessary governmental permits maintain during the Lease Term.
(d) All cost of installation, operation, maintenance and approvalsremoval of the Generator (excluding, compliance with requirements of applicable Laws and this Leasehowever, and detailed plans and specifications therefor which Landlord’s Generator Improvements) shall be subject the obligation of Tenant, including the cost of repair for damage to Landlord’s any portion of the land or Building caused by such installation, operation, maintenance or removal. Tenant shall repair in a good and workmanlike manner any damage to the Property caused by the installation of the Generator. Tenant shall cause the operation and maintenance of the Generator to not cause interference with any mechanical or other systems either located at or servicing the Building. Tenant will cause the installation, existence, maintenance and operation of the Generator to comply with all applicable laws, ordinances, rules, orders, regulations, etc. of any Federal, State, county and municipal authorities having jurisdiction thereover. The provisions of this Lease applicable to the construction/installation of improvements within the Premises will also be applicable to the installation of the Generator. The contractors performing the installation of the Generator and/or performing any work on the Property related thereto shall be approved by Landlord prior written approvalto the commencement of any work, which approval shall not be unreasonably withheld. withheld or delayed.
(e) Upon the expiration or any earlier termination of this Lease or in the event Tenant shalldesires to remove the Generator, at Tenant’s sole cost, operate, maintain Tenant shall promptly remove the Generator and repair the Generator Installation in first-class condition and repair in accordance with all applicable Laws. In additionportion of the land or Building which was altered or damaged, if any, in the event any part of the Project is affected or damaged by connection with the installation, maintenanceoperation, repair, use and/or operation maintenance or removal of the Generator Installation(excluding, however, Landlord’s Generator Improvements) and otherwise leave the area in which the Generator was installed in the condition existing on the date of installation, reasonable wear and tear and damage due to fire or other catastrophic event excepted. If Tenant does not remove the Generator in the time and manner required, Tenant, after prior written notice to Tenant to remove said Generator and Tenant’s failure to do so within fifteen days of the date of Tenant’s receipt of such notice, hereby authorizes Landlord to take all reasonable measures to fulfill Tenant’s obligations hereunder and to charge Tenant for all costs and expenses incurred.
(f) Tenant shall repair and/or restore such affected portion of the Project in a manner reasonably acceptable to Landlord. Tenant shall abide by the highest industry safety and environmental standards for the installation, maintenance, repair, use and/or operation of the Generator Installation. All of the provisions of this Lease with respect to Tenant’s Premises and alterations thereto shall apply to the Generator Installation and to Tenant’s installation, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs and maintenance, and compliance with applicable Laws. Without in any manner limiting the obligations of Tenant as set forth in this Lease, Tenant shall be solely responsible for and shall indemnify, defend indemnify and hold Landlord harmless from and against any and all claims, judgments, damages, penaltiesinjury, finesloss, costsliability, liabilities and losses costs or claims (including, without limitation, sums paid in settlement of claims court costs and for reasonable attorneys’ fees, consultant fees and expert fees) which arise during directly or after indirectly resulting from the Term as a result of installation, maintenanceoperation, repair, use and/or operation maintenance or removal of the Generator Installation (including, without limitation, other than any diesel fuel removal by or other Hazardous Materials stored and/or used in connection therewith). This indemnification on behalf of Landlord by Tenant includesand excluding, without limitationin any event, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work to the extent associated with the Generator Installation. Tenant shall promptly take all actions, at its sole cost and expense, as are necessary to return the Premises and/or Project to the condition existing prior to the introduction of any such Hazardous Materials, provided Landlord’s approval of such actions shall first be obtained and Tenant shall fully cooperate in connection with any such clean-up, restoration or other work, at Tenant’s sole cost and expense. Furthermore, Tenant shall immediately notify Landlord of any inquiry, test, investigation or enforcement proceeding by or against Tenant or the Premises concerning the presence of any Hazardous Materials. Tenant acknowledges that Landlord, at Landlord’s election, shall have the right, at Tenant’s expense and in cooperation with Tenant, to negotiate, defend, approve and appeal any action taken or order issued by any governmental authority with regard to any Hazardous Materials contamination which Tenant is obligated hereunder to remediate. The covenants of Tenant hereunder shall survive the expiration of the Term or earlier termination of this LeaseGenerator Improvements.
Appears in 1 contract
Generator. Tenant shall have After the right to install as an alteration to the Premises a 750 kW emergency back-up generator and related above-ground diesel fuel storage tank in an enclosure compatible with the Building (collectively, the “Generator Installation”) in one date of the approved areas shown on Exhibit H, subject in all respects to obtaining and maintaining all necessary governmental permits and approvals, compliance with requirements of applicable Laws and this Lease, and detailed plans and specifications therefor which shall be subject to Landlord’s prior written approval, which approval shall not be unreasonably withheld. Tenant shall, at Tenant’s sole cost, operate, maintain and repair the Generator Installation in first-class condition and repair in accordance with all applicable Laws. In addition, in the event any part of the Project is affected or damaged by the installation, maintenance, repair, use and/or operation of the Generator Installation, Tenant shall repair and/or restore such affected portion of the Project in a manner reasonably acceptable to Landlord. Tenant shall abide by the highest industry safety and environmental standards for the installation, maintenance, repair, use and/or operation of the Generator Installation. All of the provisions of this Lease with respect to Tenant’s Premises and alterations thereto shall apply to the Generator Installation and to Tenant’s installation, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs and maintenance, and compliance with applicable Laws. Without in any manner limiting the obligations of Tenant as set forth in this Lease, Tenant shall be solely responsible for and shall indemnify, defend and hold Landlord harmless from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, sums paid in settlement of claims and for reasonable attorneys’ fees, consultant fees and expert fees) which arise during or after the Term as a result of installation, maintenance, repair, use and/or operation of the Generator Installation (including, without limitation, any diesel fuel or other Hazardous Materials stored and/or used in connection therewith). This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work to the extent associated with the Generator Installation. Tenant shall promptly take all actions, at its sole cost and expense, as are necessary to return the Premises and/or Project to the condition existing prior to the introduction of any such Hazardous Materials, provided Landlord’s approval of such actions shall first be obtained and Tenant shall fully cooperate in connection with any such clean-up, restoration or other work, at Tenant’s sole cost and expense. Furthermore, Tenant shall immediately notify Landlord of any inquiry, test, investigation or enforcement proceeding by or against Tenant or the Premises concerning the presence of any Hazardous Materials. Tenant acknowledges that Landlord, at Landlord’s election, shall have the right, at Tenant’s expense sole risk and expense, to install a generator (“Generator”) at the Building in a location and manner acceptable to Landlord and subject to the requirements of all Governmental Requirements, provided that (i) the installation of any Generator shall be done by contractors approved by Landlord in good and workmanlike manner in compliance with all building codes and regulations, free from any liens or claims of liens and in cooperation accordance with plans and specifications therefor reasonably approved in writing by Landlord, which plans shall show the proposed installation thereof; (ii) Tenant shall keep the Generator in good condition and repair and perform all maintenance and repairs thereto at Tenant’s sole cost and expense; (iii) Tenant shall pay all costs for utilities or other services in connection with the operation of the Generator; (iv) Landlord shall not be responsible for any loss or damage to the Generator, and Tenant shall indemnify, hold Landlord harmless and defend Landlord from and against all claims, damages, liability or expense (including attorney fees) related directly or indirectly to the installation, existence, use, maintenance, repair, testing, removal or replacement of the Generator; (v) Tenant shall be responsible for all repairs, maintenance, preventing and repairing any leakage or other damage to the Building or any system currently serving the Building related directly or indirectly to the installation, existence, use, maintenance, repair, testing, removal or replacement of the Generator and, at Landlord’s option, shall either reimburse Landlord for the cost thereof or cause the same to be performed by contractors and workmen reasonably acceptable to Landlord (subject to Section 4.5 of this Lease); (v) at the request of Landlord, Tenant shall remove or temporarily relocate the Generator, if necessary, to negotiate, defend, approve and appeal facilitate any action taken repairs or order issued replacements to the Building being performed by any governmental authority with regard Landlord; (vi) prior to any Hazardous Materials contamination which Tenant is obligated hereunder to remediate. The covenants of Tenant hereunder shall survive the expiration of the Lease Term or upon the earlier termination of this Lease, Tenant, at its sole cost, shall remove the Generator installed by Tenant in the Building, repair any damage caused thereby and restore the Building to the condition existing prior to the installation thereof; and (vii) Tenant and Landlord shall have exclusive access to the Generator, and Tenant may construct such barriers as reasonably approved by Landlord to protect the Generator from vandalism or other hazards.
Appears in 1 contract
Generator. (a) Subject to the terms of this Section 14.25, Tenant shall have the a non-exclusive right to install as an alteration diesel fuel powered emergency power generators, a diesel fuel tank, its enclosures, connectors to electrical service and conduit to the Premises a 750 kW emergency back-up generator and related above-ground diesel fuel storage tank in an enclosure compatible with the Building (collectively, the “Generator InstallationGenerators”) and associated uninterrupted power supply switching facilities, its enclosures, connectors to electrical service and conduit to the Premises (the “UPS”) in one of the approved areas shown Garage in the location generally depicted on Exhibit HH or in other locations reasonably acceptable to Landlord and Tenant. Prior to installation, subject in all respects to obtaining and maintaining all necessary governmental permits and approvals, compliance with requirements of applicable Laws and this Lease, and detailed plans and specifications therefor which shall be subject to Landlord’s prior written approvalLandlord must approve, which approval shall not be unreasonably withheld. , conditioned or delayed: (1) the actual Generators and the UPS, (2) drawings submitted by Tenant shallshowing the Generators and UPS to be installed, at Tenant’s sole cost, operate, maintain method of installation and repair such other information concerning the Generator Installation in first-class condition and repair in accordance with all applicable Laws. In addition, in the event any part of the Project is affected or damaged by the installation, maintenance, repair, use and/or operation of the Generator Installation, Tenant shall repair and/or restore such affected portion of the Project in a manner reasonably acceptable to Landlord. Tenant shall abide by the highest industry safety and environmental standards for the installation, maintenance, repair, use and/or operation of the Generator Installation. All of the provisions of this Lease with respect to Tenant’s Premises and alterations thereto shall apply to the Generator Installation and to Tenant’s installation, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs of the Generators and maintenancethe UPS which Landlord may request, and compliance with applicable Laws(3) the contractor selected by Tenant to install the Generators and the UPS, and the non-financial terms of the contract between Tenant and its contractor that may affect the Project. Without The Generators and the UPS shall be painted in any manner limiting a color approved by Landlord to match the obligations of Tenant as set forth in this Lease, adjacent improvements. Tenant shall be solely responsible for obtaining (with Landlord’s approval) all permits and approvals required by any governmental entities to install, operate, maintain, or decommission the Generators and the UPS. Tenant shall indemnifyrepair and maintain the Generators and the UPS at Tenant’s sole cost and expense using contractors approved by Landlord, defend and hold Tenant shall comply with all the laws, rules, regulations, ordinances and standards of all governmental authorities having jurisdiction over the Project to the extent such laws, rules, regulations, ordinances and standards concern the Generators and/or the UPS. Tenant shall be responsible for all additional costs of any kind whatsoever incurred by Landlord harmless from and against any and all claimsattributable to the use, judgmentspresence, damages, penalties, fines, costs, liabilities and losses (including, without limitation, sums paid in settlement of claims and for reasonable attorneys’ fees, consultant fees and expert fees) which arise during or after the Term as a result of installationoperation, maintenance, repair, use and/or operation or decommissioning of the Generator Installation (including, without limitation, any diesel fuel Generators or other Hazardous Materials stored and/or the UPS as an Extra Service. Tenant shall pay for all utilities used in connection therewith). This indemnification of Landlord by Tenant includes, without limitation, costs incurred or consumed in connection with any investigation of site conditions the Generators or any clean-upthe UPS. Tenant shall pay all personal property taxes, remedialif any, removal separately assessed with respect to the Generators or restoration work the UPS; and if and to the extent associated the Generators or the UPS are assessed for tax purposes as part of the Building or Landlord’s personal property, Tenant shall reimburse Landlord for all taxes attributable to the Generators or UPS on the earlier of (i) thirty (30) days after Landlord’s written demand for such taxes, or (ii) the date such taxes are due. The Generators and the UPS shall be used only for periodic testing and in the event Tenant’s primary electrical service is interrupted. All testing shall take place at times reasonably selected by Landlord to minimize interference with other tenants. The Generators and the UPS shall be used for backup power for Tenant, and may not be used as a primary power source or by any other person or entity without Landlord’s consent which shall be in Landlord’s complete and sole discretion.
(b) Installation, maintenance and use of the Generators and the UPS shall be designed and operated in such a way as to prevent or minimize in a manner acceptable to all affected parties any interference with the Base Building systems of the Buildings or the Project or the quiet enjoyment by any other tenant or occupant of the Buildings or Project. The Generators and the UPS shall at all times during the term of this Lease remain the property of Tenant but Landlord shall be permitted to connect other premises in the Project to the Generator Installation. and Tenant shall promptly take operate the Generator in such a manner that the other premises are provided comparable service to that provided to the Premises. If Landlord so elects to have other premises connected to the Generators, Landlord (or the occupant of the other premises connected to the Generators) shall pay all actionscosts of connecting to the Generators. Landlord (or the occupant of the other premises connected to the Generators) shall reimburse Tenant for a proportionate share of the out of pocket costs incurred by Tenant to repair, maintain and operate the Generators (including a proportionate share of the charges to Tenant pursuant to subparagraph (c) below, and any increases in insurance premiums resulting from additional parties being connected to the Generators). Prior to connecting to the Generators, the occupant of the premises to be connected shall be required to enter into an agreement with terms and conditions reasonably acceptable to Tenant and such party (1) confirming that it is connecting to the Generators at its sole cost risk, (2) releasing Tenant from any liabilities which might arise from or out of any malfunction of the Generators, and expense(3) confirming the basis for determining the parties respective proportionate share of the costs to be shared pursuant to this subparagraph (b). Tenant, as are necessary to return at Landlord’s option and upon notice from Landlord, shall within twenty (20) days following expiration or earlier termination of this Lease, (i) remove the Premises and/or Generators and the UPS from the Project; (ii) restore the Buildings and Project to the condition existing prior to the introduction installation of the Generator and UPS and (iii) repair any damage caused by such Hazardous Materialsremoval so that the Buildings and the Project are restored to the condition depicted on the Building Plans as it existed prior to the installation of the Generators and the UPS. During such period of removal, provided Landlord’s approval restoration and repair, Tenant shall coordinate with Landlord to minimize disruption or interference with the operations of such actions shall first be obtained the Project and Tenant shall fully cooperate continue to pay Rent as provided in connection with any Section 14.25(c) below. If Tenant fails to so remove the Generators and the UPS and restore such clean-upBuildings or the Project, restoration Landlord may do so on Tenant’s behalf as an Extra Service and Tenant shall reimburse Landlord for such within ten (10) days after receipt of a written request for payment or other work, Landlord may deduct such costs from Tenant’s Security Deposit. Landlord agrees to permit Tenant reasonable access to the common areas of the Buildings or the Project to facilitate the use of the Generators and the UPS and the removal of the Generators and UPS. The Generators and the UPS shall be installed and used at Tenant’s sole cost risk, and expense. Furthermorein no event shall Landlord be liable under any circumstances for any damage to the Generators, the UPS or the loss of use related to the Generators or the UPS.
(c) Tenant shall be solely responsible for complying with all laws, rules and regulations with respect to the Generators and the UPS and, prior to commencement of installation, Tenant shall immediately notify obtain all necessary governmental permits therefor. Tenant shall obtain insurance (naming Landlord as an additional insured) insuring against any loss or damage arising out of or relating to any contamination or release of any inquiryfuel from the Generator and shall not be permitted to install the fuel tank until Tenant has provided a certificate of such policy to Landlord. Tenant shall be permitted to install, testmaintain, investigation remove and replace conduit, cables or enforcement proceeding by or against Tenant or lines and ducts within the Building outside the Premises concerning to connect the presence of any Hazardous MaterialsGenerators to the Premises and to exhaust fumes at locations designated by Landlord. Tenant acknowledges that Landlord will be prevented from selling parking permits for the space occupied by the Generators and UPS and Tenant shall pay Landlord, at Landlord’s electionas Rent for the three (3) parkings spaces occupied by the Generators and UPS, a sum equal to the rate charged by Landlord for reserved parking spaces in the Garage which shall initially be equal to two hundred percent (200%) of the fee for a non-reserved Parking Pass charged by Landlord from time to time. If the Generators or UPS fail to work properly or to provide power to the Premises, Landlord shall have no obligation or liability whatsoever with respect to such failure. Tenant acknowledges and agrees that Landlord has not represented or warranted that Tenant will have unlimited access to riser space or other space outside the rightPremises for the purpose of the Generators and UPS, at and Landlord shall have no obligation to construct or designate additional riser space or other space outside the Premises to accommodate the Generators and UPS beyond what is currently in place. Tenant acknowledges that riser space is a finite commodity and that Landlord may in its discretion limit Tenant’s expense total use of such space to accommodate and in cooperation with Tenant, to negotiate, defend, approve and appeal any action taken or order issued by any governmental authority with regard to any Hazardous Materials contamination which Tenant is obligated hereunder to remediate. The covenants of Tenant hereunder shall survive the expiration take into account use of the Term or earlier termination Building systems and the needs of this Leaseother Project tenants.
Appears in 1 contract
Generator. 1.1 Subject to the terms hereof and applicable laws, Tenant shall have the right to install as an alteration to the Premises a 750 kW emergency use one (1) back-up electrical generator of a type, size and related above-ground diesel fuel storage tank specifications reasonably approved by Landlord (the “Generator”) in an enclosure compatible with the Building a location reasonably approved by Landlord (collectively, the “Generator InstallationArea”) in one of the approved areas shown on Exhibit H, subject in all respects to obtaining and maintaining all necessary governmental permits and approvals, compliance with requirements of applicable Laws and this Lease, and detailed plans and specifications therefor which ). In no event shall be subject to Landlord’s prior written approval, which approval shall not be unreasonably withheld. Tenant shall, at Tenant’s sole cost, operate, maintain and repair permit the Generator Installation in first-class condition to interfere with normal and repair in accordance with all applicable Laws. In addition, in the event any part of the Project is affected customary use or damaged by the installation, maintenance, repair, use and/or operation of the Generator InstallationBuilding by Landlord or other tenants and/or occupants (including, Tenant shall repair and/or restore such affected portion without limitation, by means of the Project in a manner reasonably acceptable to Landlordnoise or odor). Tenant shall abide be responsible for obtaining all permits and other approvals required by any governmental or quasi-governmental authority in connection with the highest industry safety operation and environmental standards for the installation, maintenance, repair, use and/or operation of the Generator Installation. All of the provisions of this Lease with respect to Tenant’s Premises and alterations thereto shall apply to the Generator Installation and to Tenant’s installation, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs and maintenanceGenerator, and compliance with applicable Laws. Without in any manner limiting the obligations of Tenant as set forth in this Lease, Tenant shall be solely responsible for any and all costs, if any, incurred by Landlord as a result of or in connection with ▇▇▇▇▇▇’s operation and use of the Generator. In the event that Landlord shall incur any costs as a result of or in connection with the rights granted to Tenant herein, Tenant shall reimburse Landlord for the same within ten (10) days following billing. Tenant shall be responsible for all maintenance and repairs and compliance with law obligations related to the Generator and acknowledges and that Landlord shall have no responsibility in connection therewith and that Landlord shall not be liable for any damage that may occur with respect to the Generator. The Generator shall be used by Tenant only during (i) testing and regular maintenance, and (ii) the period of any electrical power outage in the Building. Tenant shall be entitled to operate the Generator and such connections to the Building for testing and regular maintenance only upon notice to Landlord and at times reasonably approved by Landlord. All repairs and maintenance and compliance with laws with respect to the Generator shall be the sole responsibility of Tenant (at Tenant’s sole cost and expense), and Landlord makes no representation or warranty of any kind with respect to such Generator. The Generator shall be deemed to be a part of the Premises for purposes of the insurance provisions of this Lease, as amended hereby, and, in addition, Tenant shall maintain, at Tenant’s cost, industry standard “boiler and machinery” insurance coverage with respect thereto. At Landlord’s request, Tenant shall be required to remove the Generator and restore such area to the condition that existed prior to the installation of the Generator upon the expiration or earlier termination of this Lease.
1.2 Tenant shall indemnify, defend defend, protect, and hold Landlord harmless Landlord, its partners, subpartners and their respective officers, agents, servants, employees, and independent contractors from and against any and all claimsloss, judgmentscost, damagesdamage, penalties, fines, costs, liabilities expense and losses liability (including, without limitation, sums paid in settlement of claims court costs and for reasonable attorneys’ fees, consultant fees and expert fees) which arise during or after the Term as a result of installation, maintenance, repair, use and/or operation of the Generator Installation (including, without limitation, any diesel fuel or other Hazardous Materials stored and/or used in connection therewith). This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with or arising from 1131701.06/SF372493-00050/1-31-20/pwn/pwn -38- any investigation cause related to or connected with the use, operation, and/or repair of site conditions the Generator and/or any acts, omissions or negligence of Tenant or of any person claiming by, through or under Tenant, or of the contractors, agents, servants, employees, invitees, guests or licensees of Tenant or any clean-upsuch person, remedial, removal or restoration work to the extent associated with the Generator Installation. Tenant shall promptly take all actions, at its sole cost and expense, as are necessary to return the Premises and/or Project to the condition existing prior to the introduction of any such Hazardous Materials, provided Landlord’s approval of such actions shall first be obtained and Tenant shall fully cooperate in connection with any such clean-upthe Generator. In the event that Tenant shall fail to comply with the requirements set forth herein, restoration or without limitation of Landlord’s other workremedies (a) Landlord shall have the right to terminate Tenant’s rights with respect to the Generator, and/or (b) Landlord shall have the right, at Tenant’s sole cost and expense. Furthermore, to cure such breach, in which event Tenant shall immediately notify Landlord of any inquiry, test, investigation or enforcement proceeding by or against Tenant or the Premises concerning the presence of any Hazardous Materials. Tenant acknowledges that be obligated to pay to Landlord, at within ten (10) days following demand by Landlord, the amount expended by Landlord, plus Landlord’s election, shall have the right, at Tenant’s expense and in cooperation with Tenant, to negotiate, defend, approve and appeal any action taken or order issued by any governmental authority with regard to any Hazardous Materials contamination which Tenant is obligated hereunder to remediatestandard administration fee. The covenants of Tenant hereunder shall survive the expiration of the Term or earlier termination of [no further text on this Lease.page] 1131701.06/SF372493-00050/1-31-20/pwn/pwn -39-
Appears in 1 contract
Sources: Lease (Dexcom Inc)
Generator. a. Tenant shall have the right to install as an alteration to the Premises a 750 kW emergency one (1) back-up electrical generator (the “Generator”) in a location mutually acceptable to Landlord and related above-ground diesel fuel storage tank in an enclosure compatible with the Building Tenant (collectively, the “Generator InstallationArea”). In no event shall Tenant permit the Generator to interfere with normal and customary use or operation of the Building. Tenant shall be responsible for any and all costs, if any, incurred by Landlord as a result of or in connection with Tenant's installation, operation, use and/or removal of the Generator. In the event that Landlord shall incur any costs as a result of or in connection with the rights granted to Tenant herein, Tenant shall reimburse Landlord for the same within thirty (30) days following billing. If required by Landlord, Tenant, at Tenant's sole cost and expense, shall install screening, landscaping or other improvements satisfactory to Landlord (in Landlord's sole discretion) in one order to satisfy Landlord's aesthetic requirements in connection with the Generator. Subject to Landlord's prior approval of the approved areas shown on Exhibit H, subject in all respects to obtaining and maintaining all necessary governmental permits and approvals, compliance with requirements of applicable Laws and this Lease, and detailed plans and specifications therefor which shall be subject to Landlord’s prior written approvalspecifications, which approval shall not be unreasonably withheld. Tenant shall, and at Tenant’s 's sole costcost and expense, operate, Landlord shall permit Tenant to install and maintain and repair the Generator Installation in first-class condition the Generator Area, and repair connections between the Generator and Landlord's electrical systems in accordance the Building, all in compliance with all applicable Lawslaws. In addition, in the event any part Without limitation of the Project is affected or damaged by foregoing, all conditions relating to the installation, maintenanceconnection, repairuse, use and/or operation repair and removal of the Generator Installation, Tenant shall repair and/or restore such affected portion of the Project in a manner reasonably acceptable to Landlord. Tenant shall abide by the highest industry safety and environmental standards for the installation, maintenance, repair, use and/or operation of the Generator Installation. All of the provisions of this Lease with respect to Tenant’s Premises and alterations thereto shall apply to the Generator Installation and to Tenant’s installation, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs and maintenance, and compliance with applicable Laws. Without in any manner limiting the obligations of Tenant as set forth in this Lease, Tenant shall be solely responsible for and shall indemnify, defend and hold Landlord harmless from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, sums paid the manner and means of Tenant's connection of the Generator to the core of the Building and/or through the Building risers to the Premises) shall be subject to the prior approval of Landlord, which approval shall not be unreasonably withheld and otherwise subject to the provisions of this Lease related to the performance of improvements within the Premises. Tenant shall be responsible for all maintenance and repairs and compliance with law obligations related to the Generator and acknowledges and that Landlord shall have no responsibility in settlement of claims connection therewith and that Landlord shall not be liable for reasonable attorneys’ fees, consultant fees any damage that may occur with respect to the Generator. The Generator shall be used by Tenant only during (i) testing and expert fees) which arise during or after the Term as a result of installation, regular maintenance, repairand (ii) the period of any electrical power outage in the Building. Tenant shall submit the specifications for design, use and/or operation, installation and maintenance of the connections to the Generator and facilities related thereto to Landlord for Landlord's consent, which consent will not be unreasonably withheld or delayed and may be conditioned on Tenant complying with such reasonable requirements imposed by Landlord, based on the advice of Landlord's engineers, so that the Building's systems or other components of the Building are not adversely affected by the installation and operation of the Generator Installation and/or based upon other reasonable factors as determined by Landlord. The cost of design (includingincluding engineering costs) and installation of the Generator and the costs of the Generator itself shall be Tenant's sole responsibility. 1005628.07/SF 375170-00002/11-24-16/mrm/mrm -65-
b. Tenant shall maintain, without limitationat Tenant's cost, any diesel fuel or other Hazardous Materials stored and/or used in connection therewith)industry standard “boiler and machinery” insurance coverage with respect to the Generator. This indemnification of Tenant shall indemnify, defend, protect, and hold harmless Landlord by Tenant includes, without limitation, costs for all Claims incurred in connection with or arising from any investigation cause related to or connected with the installation, use, operation, repair and/or removal of site conditions or any clean-up, remedial, removal or restoration work the Generator other than to the extent associated with caused by the acts, omissions or negligence of Landlord.
c. At Landlord's option, Landlord may require that Tenant remove the Generator Installation. Tenant shall promptly take and all actions, at its sole cost related facilities and expense, as are necessary to return the Premises and/or Project to the condition existing prior to the introduction of any such Hazardous Materials, provided Landlord’s approval of such actions shall first be obtained and Tenant shall fully cooperate in connection with any such clean-up, restoration or other work, at Tenant’s sole cost and expense. Furthermore, Tenant shall immediately notify Landlord of any inquiry, test, investigation or enforcement proceeding by or against Tenant or the Premises concerning the presence of any Hazardous Materials. Tenant acknowledges that Landlord, at Landlord’s election, shall have the right, at Tenant’s expense and in cooperation with Tenant, to negotiate, defend, approve and appeal any action taken or order issued by any governmental authority with regard to any Hazardous Materials contamination which Tenant is obligated hereunder to remediate. The covenants of Tenant hereunder shall survive equipment upon the expiration of the Term or earlier termination of this Lease, and repair all damage to the Building resulting from such removal and restore all affected areas to their condition existing prior to Tenant's installation of the Generator, all at Tenant's sole cost and expense.
Appears in 1 contract
Generator. 35.1 Tenant shall have the right to install as an alteration to the Premises a 750 kW emergency one (1) natural gas-powered back-up generator or power source, similar in size to a standard residential whole-house generator for residential use, and related above-ground diesel fuel storage tank in an enclosure compatible with the Building storage, concrete pad (if necessary), cabling and equipment (collectively, the “Generator InstallationGenerator”) in one a location adjacent to the entrance to the Premises and acceptable to Landlord, having a footprint not greater than twenty-five (25) square feet, at no additional cost throughout the Lease Term, subject to the conditions of this Article 35.
35.2 The Generator shall be and remain the property of Tenant throughout the Term. In no event shall Tenant permit the Generator to interfere with normal and customary use or operation of the approved areas shown on Exhibit HBusiness Center by Landlord or other tenants and/or occupants (including, subject without limitation, by means of noise or odor). Tenant shall be responsible for any and all costs, if any, incurred by Landlord as a result of or in connection with the installation, operation, use, maintenance, repair and/or removal of the Generator. In the event that Landlord shall incur any costs as a result of or in connection with the rights granted to Tenant herein, ▇▇▇▇▇▇ shall reimburse Landlord for the same within thirty (30) days following billing and receipt of reasonable evidence of said costs. If required by Landlord, Tenant, at Tenant's sole cost and expense, shall install screening, landscaping or other improvements satisfactory to Landlord (in Landlord's reasonable discretion) in order to satisfy Landlord's aesthetic requirements in connection with the Generator. Subject to Landlord's prior approval of all respects to obtaining and maintaining all necessary governmental permits and approvals, compliance with requirements of applicable Laws and this Lease, and detailed plans and specifications therefor which shall be subject to Landlord’s prior written approvalspecifications, which approval shall not be unreasonably withheld. Tenant shall, and at Tenant’s 's sole costcost and expense, operate, Landlord shall permit Tenant to maintain and repair the Generator Installation and install connections between the Generator and the electrical systems in first-class condition and repair the Building, all in accordance compliance with all applicable Lawslaws. In addition, in the event any part Without limitation of the Project is affected or damaged by foregoing, all conditions relating to the installation, connection, use, maintenance, repairrepair and removal of the Generator shall be subject to the prior approval of Landlord, use and/or which approval shall not be unreasonably withheld and otherwise subject to the provisions of Article 8 of this Lease related to the performance of improvements within the Premises. Tenant shall be responsible for all maintenance and repairs and compliance with law obligations related to the Generator and acknowledges and that Landlord shall have no responsibility in connection therewith and that Landlord shall not be liable for any damage that may occur with respect to the Generator. The Generator shall be used by Tenant only during (i) testing and regular maintenance, and (ii) the period of any electrical power outage in the Building. Tenant shall be entitled to operate the Generator and such connections to the Building for testing and regular maintenance only upon notice to Landlord and at times reasonably approved by Landlord. Tenant shall submit the specifications for design, operation, installation and maintenance of the connections to the Generator and facilities related thereto to Landlord for Landlord's consent, which consent will not be unreasonably withheld or delayed and may be conditioned on Tenant complying with such reasonable requirements imposed by Landlord, based on the advice of Landlord's engineers, so that the Building's systems or other components of the Building are not adversely affected by the operation of the Generator Installationand/or based upon other reasonable factors as determined by Landlord. The costs of the Generator shall be Tenant's sole responsibility. All repairs and maintenance and compliance with laws with respect to the Generator shall be the sole responsibility of Tenant (at Tenant's sole cost and expense), and Landlord makes no representation or warranty of any kind with respect to such Generator. The Generator shall be deemed to be a part of the Premises for purposes of the insurance provisions of this Lease, as amended hereby, and, in addition, Tenant shall maintain, at Tenant's cost, industry standard "boiler and machinery" insurance coverage with respect thereto.
35.3 If Tenant installs a Generator as provided in Section 35.1 above, then Tenant shall have the right to remove the same and all related facilities and equipment prior to the expiration or earlier termination of this Lease, as amended (or upon any earlier termination of Tenant's rights with respect to the Generator as provided hereunder), and, in connection with such removal, Tenant shall repair and/or all damage to the Building resulting from such removal and restore such all affected portion of the Project in a manner reasonably acceptable areas to Landlord. Tenant shall abide by the highest industry safety and environmental standards for the installation, maintenance, repair, use and/or operation their condition existing prior to Tenant's installation of the Generator Installation. All of the provisions of this Lease with respect to Tenant’s Premises and alterations thereto shall apply to the Generator Installation and to Tenant’s installation, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs and maintenance, and compliance with applicable Laws. Without in any manner limiting the obligations of Tenant as set forth in this Lease, Tenant shall be solely responsible for and shall indemnify, defend and hold Landlord harmless from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, sums paid in settlement removal of claims any concrete pad and/or fencing installed by Tenant for such Generator), all at Tenant's sole cost and for reasonable attorneys’ feesexpense. In addition, consultant fees at Landlord's option, Landlord may require that Tenant remove the Generator and expert fees) which arise during all related facilities and equipment upon the expiration or after earlier termination of this Lease, as amended (or upon any earlier termination of Tenant's rights with respect to the Term Generator as a result of installationprovided hereunder), maintenance, repair, use and/or operation and repair all damage to the Building resulting from such removal and restore all affected areas to their condition existing prior to Tenant's installation of the Generator Installation Generator, all at Tenant's sole cost and expense. The terms of the preceding sentence as well as the indemnity set forth below shall survive the termination or earlier expiration of the Lease, as amended. Tenant shall indemnify, defend, protect, and hold harmless Landlord, its partners, subpartners and their respective officers, agents, servants, employees, and independent contractors from any and all loss, cost, damage, expense and liability (including, without limitation, any diesel fuel or other Hazardous Materials stored and/or used in connection therewith). This indemnification of Landlord by Tenant includes, without limitation, court costs and reasonable attorneys' fees) incurred in connection with or arising from any investigation cause related to or connected with the use, operation, repair and/or removal of site conditions the Generator and/or any acts, omissions or negligence of Tenant or of any person claiming by, through or under Tenant, or of the contractors, agents, servants, employees, invitees, guests or licensees of Tenant or any clean-upsuch person, remedial, removal or restoration work to the extent associated with the Generator Installation. Tenant shall promptly take all actions, at its sole cost and expense, as are necessary to return the Premises and/or Project to the condition existing prior to the introduction of any such Hazardous Materials, provided Landlord’s approval of such actions shall first be obtained and Tenant shall fully cooperate in connection with any such clean-up, restoration or other work, at Tenant’s sole cost and expensethe Generator. Furthermore, In the event that Tenant shall immediately notify fail to comply with the requirements set forth herein, without limitation of Landlord's other remedies Landlord of any inquiry, test, investigation or enforcement proceeding by or against Tenant or the Premises concerning the presence of any Hazardous Materials. Tenant acknowledges that Landlord, at Landlord’s election, shall have the right, at Tenant’s 's sole cost and expense and to cure such breach, in cooperation with Tenantwhich event Tenant shall be obligated to pay to Landlord, to negotiatewithin ten (10) days following demand by Landlord, defendthe amount expended by Landlord, approve and appeal any action taken or order issued by any governmental authority with regard to any Hazardous Materials contamination which Tenant is obligated hereunder to remediate. The covenants of Tenant hereunder shall survive the expiration of the Term or earlier termination of this Leaseplus Landlord's standard administration fee.
Appears in 1 contract
Sources: Lease (Talis Biomedical Corp)
Generator. Tenant shall have the right to install as install, at a location on the Property to be determined by Landlord in its sole and absolute discretion, an alteration electrical generator/tank unit (the "Generator") to provide electrical power to the Premises a 750 kW emergency back-up generator during power outages, subject to the terms and related above-ground diesel fuel storage tank in an enclosure compatible conditions of this Lease and the following specific conditions:
(a) Tenant shall bear all costs and expenses associated with the Building (collectivelyinstallation of the Generator, and Tenant shall be responsible for, and shall bear all costs and expenses associated with, the “Generator Installation”) in one operation and maintenance thereof. Tenant understands and acknowledges that Landlord shall not be responsible for the operation and maintenance of the approved areas shown on Exhibit H, subject in all respects to obtaining and maintaining all necessary governmental permits and approvals, compliance with requirements of applicable Laws and this Lease, and detailed Generator.
(b) The plans and specifications therefor which for the Generator, including the manner of its connection to the Building's electrical system, and the nature and location of conduit, shall be subject to Landlord’s the prior written approvalapproval of Landlord, which approval shall not may be unreasonably withheldgranted or withheld in Landlord's sole and absolute discretion. Tenant shall, at Tenant’s sole cost, operate, maintain and repair shall install the Generator Installation in first-class condition a good and repair safe manner in accordance with the terms and conditions of this Lease. Tenant shall provide reasonable notice to Landlord of the time and date upon which it desires to install such facilities. A representative of Landlord shall be present at the installation of the Generator in order to approve the methods of installation and performance thereof.
(c) Tenant shall have the responsibility to secure all necessary approvals relating to the installation and operation of the Generator from state, federal and other governmental authorities. Further, Tenant shall construct, operate and maintain such facilities in accordance with all applicable Laws. In additionlaws, ordinances, rules and regulations and in compliance with the event any part reasonable requirements of the Project is affected or damaged by insurers of the Building.
(d) Tenant shall be responsible for the cost of repairs required to the Building arising out of the construction, installation, operation, maintenance, repair, use and/or operation replacement or removal of the Generator InstallationGenerator. In furtherance thereof, Tenant shall repair and/or restore such affected portion of the Project in a manner reasonably acceptable agrees to Landlord. Tenant shall abide by the highest industry safety and environmental standards for the installation, maintenance, repair, use and/or operation of the Generator Installation. All of the provisions of this Lease with respect to Tenant’s Premises and alterations thereto shall apply to the Generator Installation and to Tenant’s installation, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs and maintenance, and compliance with applicable Laws. Without in any manner limiting the obligations of Tenant as set forth in this Lease, Tenant shall be solely responsible for and shall indemnify, defend and hold Landlord harmless from and an against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses such costs or expenses (including, without limitation, sums paid in settlement of claims and for including reasonable attorneys’ fees, consultant fees and expert attorneys fees) which arise during or after the Term incurred by landlord as a result of the acts, omissions or negligence of Tenant in the construction, installation, operation, maintenance, repair, use and/or operation replacement or removal of the Generator Installation and related equipment, including all cable, wires, conduit, and transformers related thereto.
(includinge) Landlord shall have no responsibility to insure or maintain the Generator, without limitation, any diesel fuel or other Hazardous Materials stored and/or used in connection therewith). This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work to the extent associated with the Generator Installation. Tenant shall promptly take all actionsand Tenant, at its sole cost and expense, shall be responsible for maintaining such insurance coverage with regard thereto as are necessary may be reasonably required by Landlord, including Pollution Liability coverage with limits of $1,000,000 each incident to return the Premises and/or Project include cleanup and cost of defense. Both Tenant and Landlord should be reflected as named insureds. Tenant shall be solely responsible for any damage or destruction to the condition existing prior Generator, regardless of the cause.
(f) Tenant acknowledges that, as part of the installation of the Generator, Tenant may be required to install a concrete pad on which the Generator will be located in accordance with the specifications of the manufacturer of the Generator, or a structural engineer approved by Landlord, a spill containment field, and fencing or screening in order to obstruct the view of the Generator, the specifications for which are subject to approval by Landlord in its sole and absolute discretion.
(g) Tenant shall pay all taxes of any kind or nature whatsoever levied upon the Generator facilities and all licensing fees, franchise fees and other taxes, expenses and other costs of any nature whatsoever relating to the introduction of any such Hazardous Materialsconstruction, provided Landlord’s approval of such actions shall first be obtained ownership, maintenance and Tenant shall fully cooperate in connection with any such clean-up, restoration or other work, at Tenant’s sole cost and expense. Furthermore, Tenant shall immediately notify Landlord of any inquiry, test, investigation or enforcement proceeding by or against Tenant or the Premises concerning the presence of any Hazardous Materials. Tenant acknowledges that Landlord, at Landlord’s election, shall have the right, at Tenant’s expense and in cooperation with Tenant, to negotiate, defend, approve and appeal any action taken or order issued by any governmental authority with regard to any Hazardous Materials contamination which Tenant is obligated hereunder to remediate. The covenants of Tenant hereunder shall survive the expiration operation of the Term or earlier termination of this LeaseGenerator.
Appears in 1 contract
Generator. 39.1 Subject to the terms hereof and applicable laws, Tenant shall have the right to install as an alteration to the Premises a 750 kW emergency use one (1) back-up electrical generator of a type, size and related above-ground diesel fuel storage tank in an enclosure compatible with specifications reasonably approved by Landlord (the Building (collectively, the “Generator Installation”"Generator") in one of a location reasonably approved by Landlord (the approved areas shown on Exhibit H, subject in all respects to obtaining and maintaining all necessary governmental permits and approvals, compliance with requirements of applicable Laws and this Lease, and detailed plans and specifications therefor which "Generator Area"). In no event shall be subject to Landlord’s prior written approval, which approval shall not be unreasonably withheld. Tenant shall, at Tenant’s sole cost, operate, maintain and repair permit the Generator Installation in first-class condition to interfere with normal and repair in accordance with all applicable Laws. In addition, in the event any part of the Project is affected customary use or damaged by the installation, maintenance, repair, use and/or operation of the Generator InstallationBuilding by Landlord or other tenants and/or occupants (including, Tenant shall repair and/or restore such affected portion without limitation, by means of the Project in a manner reasonably acceptable to Landlordnoise or odor). Tenant shall abide be responsible for obtaining all permits and other approvals required by any governmental or quasi-governmental authority in connection with the highest industry safety operation and environmental standards for the installation, maintenance, repair, use and/or operation of the Generator Installation. All of the provisions of this Lease with respect to Tenant’s Premises and alterations thereto shall apply to the Generator Installation and to Tenant’s installation, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs and maintenanceGenerator, and compliance with applicable Laws. Without in any manner limiting the obligations of Tenant as set forth in this Lease, Tenant shall be solely responsible for any and all costs, if any, incurred by Landlord as a result of or in connection with ▇▇▇▇▇▇'s operation and use of the Generator. In the event that Landlord shall incur any costs as a result of or in connection with the rights granted to Tenant herein, Tenant shall reimburse Landlord for the same within ten (10) days following billing. Tenant shall be responsible for all maintenance and repairs and compliance with law obligations related to the Generator and acknowledges and that Landlord shall have no responsibility in connection therewith and that Landlord shall not be liable for any damage that may occur with respect to the Generator. The Generator shall be used by Tenant only during (i) testing and regular maintenance, and (ii) the period of any electrical power outage in the Building. Tenant shall be entitled to operate the Generator and such connections to the Building for testing and regular maintenance only upon notice to Landlord and at times reasonably approved by Landlord. All repairs and maintenance and compliance with laws with respect to the Generator shall be the sole responsibility of Tenant (at Tenant's sole cost and expense), and Landlord makes no representation or warranty of any kind with respect to such Generator. The Generator shall be deemed to be a part of the Premises for purposes of the insurance provisions of this Lease, as amended hereby, and, in addition, Tenant shall maintain, at Tenant's cost, industry standard "boiler and machinery" insurance coverage with respect thereto. At Landlord's request, Tenant shall be required to remove the Generator and restore such area to the condition that existed prior to the installation of the Generator upon the expiration or earlier termination of this Lease. 1131701.06/SF372493-00050/1-31-20/pwn/pwn -35-
39.2 Tenant shall indemnify, defend defend, protect, and hold Landlord harmless Landlord, its partners, subpartners and their respective officers, agents, servants, employees, and independent contractors from and against any and all claimsloss, judgmentscost, damagesdamage, penalties, fines, costs, liabilities expense and losses liability (including, without limitation, sums paid in settlement of claims court costs and for reasonable attorneys’ fees, consultant fees and expert ' fees) which arise during or after the Term as a result of installation, maintenance, repair, use and/or operation of the Generator Installation (including, without limitation, any diesel fuel or other Hazardous Materials stored and/or used in connection therewith). This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with or arising from any investigation cause related to or connected with the use, operation, and/or repair of site conditions the Generator and/or any acts, omissions or negligence of Tenant or of any person claiming by, through or under Tenant, or of the contractors, agents, servants, employees, invitees, guests or licensees of Tenant or any clean-upsuch person, remedial, removal or restoration work to the extent associated with the Generator Installation. Tenant shall promptly take all actions, at its sole cost and expense, as are necessary to return the Premises and/or Project to the condition existing prior to the introduction of any such Hazardous Materials, provided Landlord’s approval of such actions shall first be obtained and Tenant shall fully cooperate in connection with any such clean-up, restoration or other work, at Tenant’s sole cost and expensethe Generator. Furthermore, In the event that Tenant shall immediately notify fail to comply with the requirements set forth herein, without limitation of Landlord's other remedies (a) Landlord of any inquiryshall have the right to terminate Tenant's rights with respect to the Generator, test, investigation or enforcement proceeding by or against Tenant or the Premises concerning the presence of any Hazardous Materials. Tenant acknowledges that Landlord, at Landlord’s election, and/or (b) Landlord shall have the right, at Tenant’s expense 's sole cost and in cooperation with Tenantexpense, to negotiatecure such breach, defendin which event Tenant shall be obligated to pay to Landlord, approve and appeal any action taken or order issued within ten (10) days following demand by any governmental authority with regard to any Hazardous Materials contamination which Tenant is obligated hereunder to remediateLandlord, the amount expended by Landlord, plus Landlord's standard administration fee. The covenants of Tenant hereunder shall survive the expiration of the Term or earlier termination of [no further text on this Lease.page] 1131701.06/SF372493-00050/1-31-20/pwn/pwn -36-
Appears in 1 contract
Sources: Lease (Dexcom Inc)
Generator. To the extent permitted by applicable Laws, Tenant shall have the right to install as an alteration to the Premises a 750 kW emergency pad and a back-up generator and related above-ground diesel fuel storage tank with a capacity reasonably acceptable to Landlord (the "Generator") for Tenant's exclusive use in an enclosure compatible area approved by Landlord in its sole discretion (the "Generator Areas"). Tenant shall be responsible for obtaining all permits and approvals necessary for the installation and operation of the Generator and delivering copies of the same to Landlord. The Generator shall be screened in a manner and design approved by Landlord and shall include any noise mitigation requirements imposed by Landlord. The Generator shall be used solely for accessory use to Tenant's operations in the Premises, and under no circumstances shall Tenant sell, lease or license the use of such Generator to any other party. Tenant may only operate the Generator when necessary for testing or for emergency power to the Premises. After installation, Tenant shall be responsible, at its expense, for (i) compliance with all Laws applicable to the Generator, (ii) maintaining any permits that may be required by any governmental authority in connection with use and maintenance of the same (and delivering copies of the same to Landlord), and (iii) complying with the Building Spill Prevention, Control and Countermeasure (collectivelySPCC) rules and regulations applicable to the Generator. The Generator Areas shall have suitable provision for intake air and exhaust, as well as attendant louvers and controls and systems for retention of any spilled fuel. ▇▇▇▇▇▇ understands and agrees that no materials whatsoever are to be furnished by Landlord and no work whatsoever is to be performed by Landlord and no services of any kind whatsoever are to be furnished by Landlord in connection with the installation, use and operation of the Generator and any related equipment. Tenant shall be responsible for maintaining the Generator and the Generator Areas in good and safe condition, and shall promptly repair any and all damage to the Generator, the “Generator Installation”) in one of the approved areas shown on Exhibit H, subject in all respects to obtaining and maintaining all necessary governmental permits and approvals, compliance with requirements of applicable Laws and this LeaseAreas, and detailed plans and specifications therefor which shall be subject to Landlord’s prior written approval, which approval shall not be unreasonably withheld. Tenant shall, at Tenant’s sole cost, operate, maintain and repair the Generator Installation in first-class condition and repair in accordance with all applicable Laws. In addition, in the event any other part of the Project is affected Premises or damaged the Property caused by the or resulting from Tenant's installation, use, maintenance, repair, use and/or operation or removal of the Generator and all related equipment. All costs and expenses related to, or connected with, the use, erection, installation, maintenance, repair and operation of the Generator Installationand/or the Fuel Tank shall be the responsibility of Tenant. Upon the expiration of the Term or upon earlier termination, if Landlord so directs by written notice to Tenant given at least six (6) months in advance of the Expiration Date, Tenant shall promptly remove the Generator, the Fuel Tank and related equipment, and Tenant shall repair and/or restore such affected any damage to the portion or portions of the Project in a manner reasonably acceptable to LandlordPremises and/or Property caused by or resulting from such removal by Tenant. Tenant shall abide by the highest industry safety and environmental standards for the installationpromptly notify Landlord in writing of any spill, maintenance, repair, use and/or operation release or discharge of the Generator Installation. All of the provisions of this Lease with respect to Tenant’s Premises and alterations thereto shall apply fuel or other Hazardous Materials related to the Generator Installation and/or Fuel Tank and to Tenant’s installation, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs and maintenance, and compliance with applicable Laws. Without in any manner limiting the obligations of Tenant as set forth in this Lease, Tenant shall be solely responsible for and shall indemnify, defend and hold Landlord harmless from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, sums paid in settlement of claims and for reasonable attorneys’ fees, consultant fees and expert fees) which arise during or after the Term as a result of installation, maintenance, repair, use and/or operation of the Generator Installation (including, without limitation, any diesel fuel or other Hazardous Materials stored and/or used in connection therewith). This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions loss, cost, damage, claim or any clean-up, remedial, removal or restoration work to the extent associated with the Generator Installation. Tenant shall promptly take all actions, at its sole cost and expense, as are necessary to return the Premises and/or Project to the condition existing prior to the introduction of any such Hazardous Materials, provided Landlord’s approval of such actions shall first be obtained and Tenant shall fully cooperate in connection with any such clean-up, restoration or other work, at Tenant’s sole cost and expense. Furthermore, Tenant shall immediately notify Landlord of any inquiry, test, investigation or enforcement proceeding by or against Tenant or the Premises concerning the presence of any Hazardous Materials. Tenant acknowledges that Landlord, at Landlord’s election, shall have the right, at Tenant’s expense and in cooperation with Tenant, to negotiate, defend, approve and appeal any action taken or order issued by any governmental authority with regard to any Hazardous Materials contamination which Tenant is obligated hereunder to remediate. The covenants of Tenant hereunder shall survive the expiration liability arising out of the Term or earlier termination of this Leasesame.
Appears in 1 contract
Generator. Tenant shall have the right to Lessor acknowledges that Lessee, at its sole cost and expense, may install as an alteration to the Premises a 750 kW emergency back-up generator and related above-ground diesel fuel storage tank in an enclosure compatible with outside of the Building (collectivelyor on the roof of the Building, the “Generator Installation”) in one exact location of the approved areas shown on Exhibit H, subject in all respects which to obtaining and maintaining all necessary governmental permits and approvals, compliance with requirements of applicable Laws and this Lease, and detailed plans and specifications therefor which shall be subject to LandlordLessor’s prior written approval, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant shallLessee, at Tenant’s its sole cost, operate, maintain shall be responsible for obtaining any governmental approvals necessary with respect to the installation and repair the Generator Installation in first-class condition and repair in accordance with all applicable Laws. In addition, in the event any part of the Project is affected or damaged by the installation, maintenance, repair, use and/or operation of the Generator Installation, Tenant generator. Lessor shall repair and/or restore such affected portion of the Project in a manner reasonably acceptable have no obligation to Landlord. Tenant shall abide by the highest industry safety and environmental standards for the installation, maintenance, repair, use and/or operation of the Generator Installation. All of the provisions of this Lease perform any maintenance or repairs with respect to Tenant’s Premises and alterations thereto shall apply to the Generator Installation and to Tenant’s installationgenerator, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs and maintenance, and compliance with applicable Laws. Without in any manner limiting the obligations cost of Tenant as set forth in this Lease, Tenant which shall be borne solely responsible for and by Lessee. If the generator shall indemnify, defend and hold Landlord harmless from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, sums paid in settlement of claims and for reasonable attorneys’ fees, consultant fees and expert fees) which arise during or after be located on the Term as a result of installation, maintenance, repair, use and/or operation roof of the Generator Installation (includingBuilding, without limitation, any diesel fuel or other Hazardous Materials stored and/or used in connection therewith)the generator shall be properly screened to Lessor’s reasonable satisfaction. This indemnification Lessor make no representation of Landlord by Tenant includes, without limitation, costs incurred the suitability of the roof of the Building for the installation thereof. If Lessor’s structural engineer deems it advisable that there be structural reinforcement of the roof in connection with the installation of the generator, Lessor shall perform same at Lessee’s cost and expense and Lessee shall not perform any investigation of site conditions or any clean-up, remedial, removal or restoration work such installation prior to the extent associated with the Generator Installationcompletion of any such structural reinforcement. Tenant shall promptly take all actionsLessee, at its sole cost and expense, as are necessary to return the Premises and/or Project shall promptly repair any and all damage to the condition existing prior rooftop or to any other part of the Building caused by the installation, maintenance and repair, operation or removal of the generator. Lessee shall be responsible for all costs and expense for repairs of the roof which result from Lessee’s use of the roof for the construction, installation, maintenance, repair, operation and use of the generator. All installations made by Lessee on the rooftop or in any other part of the Building pursuant to the introduction provisions of this Article 56 shall be at the sole risk of Lessee, and neither Lessor, nor any agent or employee of Lessor, shall be responsible or liable for any injury or damage to, or arising out of, the generator. Lessee’s indemnity under Article 33 shall apply with respect to the installation, maintenance, operations, presence or removal of the generator by Lessee. If the installation of the generator on the rooftop or act or omission relating thereto should revoke, negate or in any material manner impair or limit any roof warranty or guaranty obtained by Lessor, then Lessee shall reimburse Lessor for any loss or damage sustained incurred by Lessor as a result of such impairment or limitation. EACH PARTY AGREES that it will not raise or assert as a defense to any obligation under the Lease or make any claim that the Lease is invalid or unenforceable due to any failure of this document to comply with ministerial requirements including, but not limited to, requirements for corporate seals, attestations, witnesses, notarizations, or other similar requirements, and each party hereby waives the right to assert any such Hazardous Materials, provided Landlord’s approval defense or make any claim of such actions shall first be obtained and Tenant shall fully cooperate in connection with any such clean-up, restoration invalidity or other work, at Tenant’s sole cost and expense. Furthermore, Tenant shall immediately notify Landlord of any inquiry, test, investigation or enforcement proceeding by or against Tenant or the Premises concerning the presence of any Hazardous Materials. Tenant acknowledges that Landlord, at Landlord’s election, shall have the right, at Tenant’s expense and in cooperation with Tenant, to negotiate, defend, approve and appeal any action taken or order issued by any governmental authority with regard unenforceability due to any Hazardous Materials contamination which Tenant is obligated hereunder to remediate. The covenants of Tenant hereunder shall survive the expiration of the Term or earlier termination of this Leaseforegoing.
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Generator. a. Tenant shall have the right to install as an alteration to the Premises a 750 kW emergency one (1) back-up electrical generator (the “Generator”) in a location mutually acceptable to Landlord and related above-ground diesel fuel storage tank in an enclosure compatible with the Building Tenant (collectively, the “Generator InstallationArea”). In no event shall Tenant permit the Generator to interfere with normal and customary use or operation of the Building. Tenant shall be responsible for any and all costs, if any, incurred by Landlord as a result of or in connection with Tenant’s installation, operation, use and/or removal of the Generator. In the event that Landlord shall incur any costs as a result of or in connection with the rights granted to Tenant herein, Tenant shall reimburse Landlord for the same within thirty (30) days following billing. If required by Landlord, Tenant, at Tenant’s sole cost and expense, shall install screening, landscaping or other improvements satisfactory to Landlord (in Landlord’s sole discretion) in one of order to satisfy Landlord’s aesthetic requirements in connection with the approved areas shown on Exhibit H, subject in all respects to obtaining and maintaining all necessary governmental permits and approvals, compliance with requirements of applicable Laws and this Lease, and detailed plans and specifications therefor which shall be subject Generator. Subject to Landlord’s prior written approvalapproval of all plans and specifications, which approval shall not be unreasonably withheld. Tenant shall, at Tenant’s sole cost, operate, maintain and repair the Generator Installation in first-class condition and repair in accordance with all applicable Laws. In addition, in the event any part of the Project is affected or damaged by the installation, maintenance, repair, use and/or operation of the Generator Installation, Tenant shall repair and/or restore such affected portion of the Project in a manner reasonably acceptable to Landlord. Tenant shall abide by the highest industry safety and environmental standards for the installation, maintenance, repair, use and/or operation of the Generator Installation. All of the provisions of this Lease with respect to Tenant’s Premises and alterations thereto shall apply to the Generator Installation and to Tenant’s installation, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs and maintenance, and compliance with applicable Laws. Without in any manner limiting the obligations of Tenant as set forth in this Lease, Tenant shall be solely responsible for and shall indemnify, defend and hold Landlord harmless from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, sums paid in settlement of claims and for reasonable attorneys’ fees, consultant fees and expert fees) which arise during or after the Term as a result of installation, maintenance, repair, use and/or operation of the Generator Installation (including, without limitation, any diesel fuel or other Hazardous Materials stored and/or used in connection therewith). This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work to the extent associated with the Generator Installation. Tenant shall promptly take all actions, at its sole cost and expense, as are necessary to return the Premises and/or Project to the condition existing prior to the introduction of any such Hazardous Materials, provided Landlord’s approval of such actions shall first be obtained and Tenant shall fully cooperate in connection with any such clean-up, restoration or other work, at Tenant’s sole cost and expense, Landlord shall permit Tenant to install and maintain the Generator in the Generator Area, and connections between the Generator and Landlord’s electrical systems in the Building, all in compliance with all applicable laws. FurthermoreWithout limitation of the foregoing, all conditions relating to the installation, connection, use, repair and removal of the Generator (including, without limitation, the manner and means of Tenant’s connection of the Generator to the core of the Building and/or through the Building risers to the Premises) shall be subject to the prior approval of Landlord, which approval shall not be unreasonably withheld and otherwise subject to the provisions of this Lease related to the performance of improvements within the Premises. Tenant shall immediately notify be responsible for all maintenance and repairs and compliance with law obligations related to the Generator and acknowledges and that Landlord shall have no responsibility in connection therewith and that Landlord shall not be liable for any damage that may occur with respect to the Generator. The Generator shall be used by Tenant only during (i) testing and regular maintenance, and (ii) the period of any inquiry, test, investigation or enforcement proceeding by or against Tenant or electrical power outage in the Premises concerning the presence of any Hazardous MaterialsBuilding. Tenant acknowledges that shall submit the specifications for design, operation, installation and maintenance of the connections to the Generator and facilities related thereto to Landlord for Landlord’s consent, which consent will not be unreasonably withheld or delayed and may be conditioned on Tenant complying with such reasonable requirements imposed by Landlord, at based on the advice of Landlord’s electionengineers, so that the Building’s systems or other components of the Building are not adversely affected by the installation and operation of the Generator and/or based upon other reasonable factors as determined by Landlord. The cost of design (including engineering costs) and installation of the Generator and the costs of the Generator itself shall have the rightbe Tenant’s sole responsibility. 1005628.07/SF 375170-00002/11-24-16/mrm/mrm -65-
b. Tenant shall maintain, at Tenant’s expense cost, industry standard “boiler and in cooperation machinery” insurance coverage with Tenant, respect to negotiatethe Generator. Tenant shall indemnify, defend, approve protect, and appeal hold harmless Landlord for all Claims incurred in connection with or arising from any action taken cause related to or order issued connected with the installation, use, operation, repair and/or removal of the Generator other than to the extent caused by any governmental authority with regard to any Hazardous Materials contamination which the acts, omissions or negligence of Landlord.
c. At Landlord’s option, Landlord may require that Tenant is obligated hereunder to remediate. The covenants of Tenant hereunder shall survive remove the Generator and all related facilities and equipment upon the expiration of the Term or earlier termination of this Lease, and repair all damage to the Building resulting from such removal and restore all affected areas to their condition existing prior to Tenant’s installation of the Generator, all at Tenant’s sole cost and expense.
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Generator. Tenant shall have A. During the right to install as an alteration to the Premises a 750 kW emergency back-up generator and related above-ground diesel fuel storage tank in an enclosure compatible with the Building (collectivelyLease Term, the “Generator Installation”) in one of the approved areas shown on Exhibit H, subject in all respects to obtaining and maintaining all necessary governmental permits and approvals, compliance with requirements of applicable Laws and this Lease, and detailed plans and specifications therefor which shall be subject to Landlord’s prior written approval, which approval shall not be unreasonably withheld. Tenant shall, at Tenant’s sole cost, operate, maintain and repair the Generator Installation in first-class condition and repair in accordance with all applicable Laws. In addition, in the event any part of the Project is affected or damaged by the installation, maintenance, repair, use and/or operation of the Generator Installation, Tenant shall repair and/or restore such affected portion of the Project in a manner reasonably acceptable to Landlord. Tenant shall abide by the highest industry safety and environmental standards for the installation, maintenance, repair, use and/or operation of the Generator Installation. All of the provisions of this Lease with respect to Tenant’s Premises and alterations thereto shall apply to the Generator Installation and to Tenant’s installation, use and maintenance thereof, including without limitation, provisions relating to compliance with requirements as to insurance, indemnity, repairs and maintenance, and compliance with applicable Laws. Without in any manner limiting the obligations of Tenant as set forth in this Lease, Tenant shall be solely responsible for and shall indemnify, defend and hold Landlord harmless from and against any and all claims, judgments, damages, penalties, fines, costs, liabilities and losses (including, without limitation, sums paid in settlement of claims and for reasonable attorneys’ fees, consultant fees and expert fees) which arise during or after the Term as a result of installation, maintenance, repair, use and/or operation of the Generator Installation (including, without limitation, any diesel fuel or other Hazardous Materials stored and/or used in connection therewith). This indemnification of Landlord by Tenant includes, without limitation, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work to the extent associated with the Generator Installation. Tenant shall promptly take all actions, at its sole cost and expense, as are shall have the right to install one (1) lawfully permitted generator and related equipment (collectively, the “Generator Equipment”) on the lower roof of the Building (i.e., the roof above the eighteenth (18th) floor) (the “Generator Space”), and cabling, plumbing and other equipment necessary to return service the Premises and/or Project Generator Equipment and to connect the same to its fuel source, as described below, and to connect to the condition existing prior to Premises. The Generator Equipment shall not unreasonably interfere with the introduction use and operation of any such Hazardous Materialsthe Building. Tenant’s installation, provided Landlord’s approval use, maintenance, repair and removal of such actions the Generator Equipment shall first be obtained governed by the terms and Tenant shall fully cooperate in connection with any such clean-up, restoration or other workconditions of this Article 31.
B. Tenant, at Tenant’s its sole cost and expense, shall submit to Landlord, for Landlord’s approval (not to be unreasonably withheld, conditioned or delayed), a full set of engineering plans and specifications for the proposed Generator Equipment installation (including, without limitation, specifications for any natural gas connection required for Tenant’s operation of the Generator Equipment), such approval not to be unreasonably withheld.
C. Tenant, at its sole cost and expense, shall make all required conduit or cable connections between Tenant’s equipment in the Premises and the Generator Equipment, subject to (i) Tenant’s prompt payment of reasonable costs for such services, and (ii) approval of such connections by Landlord (not to be unreasonably withheld, conditioned or delayed).
D. Tenant, at its sole cost and expense, shall obtain and maintain all necessary municipal, state and federal permits and authorizations required to lawfully install, maintain and operate the Generator Equipment, and pay any charges levied by government agencies or utility companies which are related to the Generator Equipment or the usage of the Generator Equipment. FurthermoreNotwithstanding anything contained herein to the contrary, Landlord agrees to use commercially reasonable efforts to assist Tenant in obtaining any necessary permits and approvals for the Generator Equipment, at no cost to Landlord.
E. Any testing and other uses of the Generator Equipment that may create noise or other disruptions to the Building or other tenants thereof (other than normal operations during power shortages) shall be conducted after the Normal Business Hours of the Building. Tenant shall immediately notify provide Landlord with reasonable prior written notice of any inquiry, test, investigation or enforcement proceeding by or against Tenant or such testing of the Premises concerning the presence of any Hazardous Materials. Tenant acknowledges that Landlord, at Landlord’s election, shall have the right, at Tenant’s expense and in cooperation with Tenant, to negotiate, defend, approve and appeal any action taken or order issued by any governmental authority with regard to any Hazardous Materials contamination which Tenant is obligated hereunder to remediate. The covenants of Tenant hereunder shall survive Generator Equipment.
F. Upon the expiration of the Term or earlier termination of the Lease Term, Tenant, at its sole cost and expense, shall remove the Generator Equipment from the Generator Space and surrender and restore the Generator Space to Landlord in as good condition as when entered, reasonable wear and tear and damage by casualty or condemnation excepted.
G. The liability insurance to be carried by Tenant pursuant to the provisions of this LeaseLease shall include coverage for Tenant’s activity in the Generator Space, and Tenant shall be solely responsible and liable for any damage caused by the Generator Equipment.
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Sources: Office Lease (Enernoc Inc)