Improvements, Alterations and Additions. (a) Not to make any installations, improvements, alterations or additions (collectively, “Alterations”) in, to or on the Premises, nor the installation or modification of any locks or security devices, without on each occasion obtaining the prior written consent of Landlord. Notwithstanding the foregoing, Landlord’s prior written consent shall not be required in connection with usual and customary interior decorative or cosmetic Alterations that satisfy the following criteria: (i) the Alteration is of a decoration or cosmetic nature such as wallpapering, painting, carpeting or installation of artwork, (ii) the Alteration is non-structural and does not affect the Building Systems, (iii) the Alteration affects only the Premises and is not visible from outside of the Premises or the Building, (iv) the Alteration will not adversely affect any service furnished by Landlord to Tenant or to any other tenant of the Building, (v) the Alteration does not require work to be performed inside the walls, above the ceiling, or below the floor of the Premises, and (vi) the Alteration is in compliance with, and does not cause any violations of, all applicable laws, codes, ordinances, by-laws, and requirements. All Alterations (excepting only decorative Alterations) shall be performed pursuant to plans and specifications approved by Landlord in advance in each instance and by contractors approved by Landlord in its reasonable discretion. All Alterations shall be performed in a manner and fashion so as to minimize interference with the other tenants and occupants of the Building, with Landlord and Landlord’s operations in the Building and with other labor working on the Premises and/or the Property (or any part thereof). Tenant shall pay promptly when due the entire cost and expense of all Alterations to the Premises undertaken by Tenant and in any event shall cause the Premises at all times to be free of liens for labor and materials. All Alterations performed by Tenant shall be performed in a good and workmanlike manner, employing materials of the highest quality and in compliance with all applicable Requirements. To the maximum extent permitted by law, Tenant shall indemnify and hold harmless Landlord and all Landlord Affiliates from (i) any personal injury, death, damage or loss to any person or property arising out of or resulting from any Alterations undertaken by Tenant, and (ii) any liabilities and/or obligations for any and all liens or encumbrances filed against the Property or any part thereof or interest therein arising out of or resulting from the Alterations performed by Tenant. Tenant, at its expense, shall procure the discharge or bonding of all such liens and encumbrances within thirty (30) days after the filing of any such lien or encumbrance against the Premises and/or the Property or any part thereof. If Tenant shall fail to cause any such lien or encumbrance to be discharged or bonded within such thirty (30) day period, then, in addition to any other right or remedy, Landlord may, but shall not be obligated to, discharge the same either by paying the amount claimed to be due or by deposit or bonding proceedings, and in any such event Landlord shall be entitled, if it elects, to compel the prosecution of an action for the foreclosure of such lien and to pay the amount of the judgment in favor of the lien with interest, costs and allowances. Without limiting the foregoing, any amount so paid by Landlord, and all costs and expenses incurred by Landlord in connection therewith, shall constitute Additional Rent under this Lease and shall be paid by Tenant to Landlord within ten (10) days after demand. (b) Prior to commencing any Alterations, Tenant shall, at Tenant’s sole cost and expense: (i) secure all licenses, permits and approvals required by any governmental authorities in connection therewith; (ii) deliver to Landlord a statement of the names of all of its contractors and subcontractors, and the estimated costs of all labor and material to be furnished by them; (iii) furnish to Landlord reasonably satisfactory evidence of the insurance coverages maintained by Tenant in accordance with the requirements of Section 4.2.4 of this Lease; and (iv) cause each contractor to carry (A) workers’ compensation insurance in statutory amounts and employer’s liability insurance with limits of not less than $500,000.00 per accident covering all the contractor’s and subcontractor’s employees, (B) commercial general liability insurance, including completed operations coverage, for a period of not less than one (1) year beyond completion of the work that the contractor/subcontractor performs, with such limits as Landlord may reasonably require but in no event less than $5,000,000.00 per occurrence, and (C) automobile liability insurance with such limits as Landlord may reasonably require, but in no event less than $1,000,000.00 combined single limit per accident, with liability coverage of not less than $4,000,000.00 (for a total of $5,000,000.00 in an umbrella liability policy). All such insurance coverages (i) shall be written by companies duly licensed in the Commonwealth of Massachusetts and reasonably approved by Landlord, (ii) shall name Landlord, all Landlord Affiliates requested by Landlord, and Tenant as additional insureds, as their respective interests may appear, as well as their respective contractors and subcontractors, (iii) shall contain a waiver of subrogation provision in favor of Landlord and all such Landlord Affiliates, and (iv) shall provide primary coverage as to any other coverage maintained by any insured other than Tenant. Tenant shall deliver to Landlord certificates of all such insurance before Tenant begins any Alterations. (c) Landlord may inspect the Alterations in progress at reasonable times and from time-to-time; provided, however, Landlord shall, except in case of emergency, (i) give Tenant reasonable prior notice of such inspections, and (ii) conduct such inspections so as to minimize interference with the construction work of Tenant. (d) At Landlord’s request, promptly after such Alterations are completed, Tenant shall provide Landlord with a complete set of “as-built” plans for the portions of the Premises affected by such work, prepared using electronic CAD files in AUTO CAD format. (e) All Alterations shall be performed (a) in a good and first-class workmanlike manner and free from defects, (b) in accordance with the plans and specifications approved by Landlord, and by contractors approved by Landlord, (c) if requested by Landlord, under the supervision of a licensed architect reasonably satisfactory to Landlord, and (d) in compliance with all applicable laws, by-laws, ordinances, codes, regulations and guidelines, the terms of this Lease, and all procedures and regulations then prescribed by Landlord for coordinating all work performed in the Property. (f) Tenant shall pay promptly to Landlord or its designee, upon demand, all reasonable out-of-pocket architectural and engineering fees and costs actually incurred by Landlord in connection with the review and supervision of Tenant’s Alterations (including the Tenant’s Work), including costs incurred in connection with Landlord’s review of the Alterations (including review of requests for approval thereof). In addition, if Tenant’s Alterations shall cost more than $100,000.00, Tenant shall pay to Landlord or its designee, upon demand, an administrative fee in the amount of three percent (3%) of the total cost of such Alterations. (g) The approval of plans or specifications, or consent by Landlord to the making of any Alterations, does not constitute Landlord’s agreement or representation that such plans, specifications or Alterations comply with any laws, codes, ordinances, rules, guidelines or requirements. Landlord shall have no liability to Tenant or any other party in connection with Landlord’s approval of any plans and specifications for any Alterations, or Landlord’s consent to Tenant’s performing any Alterations.
Appears in 1 contract
Samples: Lease (Tokai Pharmaceuticals Inc)
Improvements, Alterations and Additions. (a) Not to make any installations, improvements, improvements alterations or additions (collectively, “Alterations”) in, to or on the Premises, nor the installation or modification of any locks or security devices, without on each occasion obtaining the prior written consent of Landlord. Notwithstanding the foregoing, Landlord’s prior written consent shall not be required in connection with usual and customary interior decorative or cosmetic Alterations that satisfy the following criteria: (i) the Alteration is of a decoration or cosmetic nature such as wallpapering, painting, carpeting or installation of artwork, (ii) the Alteration is non-structural and does not affect the Building Systems, (iii) the Alteration affects only the Premises and is not visible from outside of the Premises or the Building, (iv) the Alteration will not adversely affect any service furnished by Landlord to Tenant or to any other tenant of the Building, (v) the Alteration does not require work to be performed inside the walls, above the ceiling, or below the floor of the Premises, and (vi) the Alteration is in compliance with, and does not cause any violations of, all applicable laws, codes, ordinances, by-laws, and requirements. All Alterations (excepting only decorative Alterations) shall be performed pursuant to plans and specifications approved by Landlord in advance in each instance and by contractors approved by Landlord in its reasonable discretion. All Alterations shall be performed in a manner and fashion so as to minimize interference with the other tenants and occupants of the Building, with Landlord and Landlord’s operations in the Building and with other labor working on the Premises and/or the Property (or any part thereof). Tenant shall pay promptly when due the entire cost and expense of all Alterations to the Premises undertaken by Tenant and in any event shall cause the Premises at all times to be free of liens for labor and materials. All Alterations performed by Tenant shall be performed in a good and workmanlike manner, employing materials of the highest quality and in compliance with all applicable Requirements. To the maximum extent permitted by law, Tenant shall indemnify and hold harmless Landlord and all Landlord Affiliates from (i) any personal injury, death, damage or loss to any person or property arising out of or resulting from any Alterations undertaken by Tenant, and (ii) any liabilities and/or obligations for any and all liens or encumbrances filed against the Property or any part thereof or interest therein arising out of or resulting from the Alterations performed by Tenant. Tenant, at its expense, shall procure the discharge or bonding of all such liens and encumbrances within thirty (30) days after the filing of any such lien or encumbrance against the Premises and/or the Property or any part thereof. If Tenant shall fail to cause any such lien or encumbrance to be discharged or bonded within such thirty (30) day period, then, in addition to any other right or remedy, Landlord may, but shall not be obligated to, discharge the same either by paying the amount claimed to be due or by deposit or bonding proceedings, and in any such event Landlord shall be entitled, if it elects, to compel the prosecution of an action for the foreclosure of such lien and to pay the amount of the judgment in favor of the lien with interest, costs and allowances. Without limiting the foregoing, any amount so paid by Landlord, and all costs and expenses incurred by Landlord in connection therewith, shall constitute Additional Rent under this Lease and shall be paid by Tenant to Landlord within ten (10) days after demand.
(b) Prior to commencing any Alterations, Tenant shall, at Tenant’s sole cost and expense: (i) secure all licenses, permits and approvals required by any governmental authorities in connection therewith; (ii) deliver to Landlord a statement of the names of all of its contractors and subcontractors, and the estimated costs of all labor and material to be furnished by them; (iii) furnish to Landlord reasonably satisfactory evidence of the insurance coverages maintained by Tenant in accordance with the requirements of Section 4.2.4 of this Lease; and (iv) cause each contractor to carry (A) workers’ compensation insurance in statutory amounts and employer’s liability insurance with limits of not less than $500,000.00 per accident covering all the contractor’s and subcontractor’s employees, (B) commercial general liability insurance, including completed operations coverage, for a period of not less than one (1) year beyond completion of the work that the contractor/subcontractor performs, with such limits as Landlord may reasonably require but in no event less than $5,000,000.00 per occurrence, and (C) automobile liability insurance with such limits as Landlord may reasonably require, but in no event less than $1,000,000.00 combined single limit per accident, with liability coverage of not less than $4,000,000.00 (for a total of $5,000,000.00 in an umbrella liability policy). All such insurance coverages (i) shall be written by companies duly licensed in the Commonwealth of Massachusetts and reasonably approved by Landlord, (ii) shall name Landlord, all Landlord Affiliates requested by Landlord, and Tenant as additional insureds, as their respective interests may appear, as well as their respective contractors and subcontractors, (iii) shall contain a waiver of subrogation provision in favor of Landlord and all such Landlord Affiliates, and (iv) shall provide primary coverage as to any other coverage maintained by any insured other than Tenant. Tenant shall deliver to Landlord certificates of all such insurance before Tenant begins any Alterations.
(c) Landlord may inspect the Alterations in progress at reasonable times and from time-to-time; provided, however, Landlord shall, except in case of emergency, (i) give Tenant reasonable prior notice of such inspections, and (ii) conduct such inspections so as to minimize interference with the construction work of Tenant.
(d) At Landlord’s request, promptly after such Alterations are completed, Tenant shall provide Landlord with a complete set of “as-built” plans for the portions of the Premises affected by such work, prepared using electronic CAD files in AUTO CAD format.
(e) All Alterations shall be performed (a) in a good and first-class workmanlike manner and free from defects, (b) in accordance with the plans and specifications approved by Landlord, and by contractors approved by Landlord, (c) if requested by Landlord, under the supervision of a licensed architect reasonably satisfactory to Landlord, and (d) in compliance with all applicable laws, by-laws, ordinances, codes, regulations and guidelines, the terms of this Lease, and all procedures and regulations then prescribed by Landlord for coordinating all work performed in the Property.
(f) Tenant shall pay promptly to Landlord or its designee, upon demand, all reasonable out-of-pocket architectural and engineering fees and costs actually incurred by Landlord in connection with the review and supervision of Tenant’s Alterations (including the Tenant’s Work), including costs incurred in connection with Landlord’s review of the Alterations (including review of requests for approval thereof). In addition, if Tenant’s Alterations shall cost more than $100,000.00, Tenant shall pay to Landlord or its designee, upon demand, an administrative fee in the amount of three percent (3%) of the total cost of such Alterations; provided, however, no such administrative fee shall be payable in connection with Tenant’s Work.
(g) The approval of plans or specifications, or consent by Landlord to the making of any Alterations, does not constitute Landlord’s agreement or representation that such plans, specifications or Alterations comply with any laws, codes, ordinances, rules, guidelines or requirements. Landlord shall have no liability to Tenant or any other party in connection with Landlord’s approval of any plans and specifications for any Alterations, or Landlord’s consent to Tenant’s performing any Alterations.
Appears in 1 contract
Samples: Sublease (Tokai Pharmaceuticals Inc)
Improvements, Alterations and Additions. (a) Not to Tenant shall not make any installations, improvements, alterations or additions (collectively, “Alterations”) in, to or on the Premises, nor the installation Premises without Landlord’s prior written consent. Tenant shall not install or modification of modify any locks or security devices, without on in each occasion instance obtaining the prior written consent of Landlord. Notwithstanding the foregoing, Landlord’s prior written consent shall not be required in connection with usual and customary interior decorative or cosmetic Alterations that satisfy the following criteria: (i) the Alteration is of a decoration or cosmetic nature such as wallpapering, painting, carpeting or installation of artwork, (ii) the Alteration is non-structural and does not affect the Building Systems, (iii) the Alteration affects only the Premises and is not visible from outside of the Premises or the Building, (iv) the Alteration will not adversely affect any service furnished by Landlord to Tenant or to any other tenant of the Building, (v) the Alteration does not require work to be performed inside the walls, above the ceiling, or below the floor of the Premises, and (vi) the Alteration is in compliance with, and does not cause any violations of, with all applicable laws, codes, ordinances, by-laws, and requirementsRequirements. All Alterations (excepting only decorative Alterations) shall be performed pursuant to plans and specifications approved by Landlord in advance in each instance and by contractors approved by Landlord in its reasonable discretionLandlord. All Alterations shall be performed in a manner and fashion so as to minimize interference with the other tenants and occupants of the Building, with Landlord and Landlord’s operations in the Building Building, and with other labor working on the Premises and/or the Property (or any part thereof). Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building by Landlord, Tenant or other tenants or occupants of the Building. If such interference or conflict occurs, upon Landlord’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building as soon as is practically possible.
(b) Tenant shall pay promptly when due the entire cost and expense of all Alterations to the Premises undertaken by or on behalf of Tenant and in any event shall cause the Premises at all times to be free of liens for labor and materials. All Alterations performed by Tenant shall be performed (a) in a good and first-class workmanlike mannermanner and free from defects, employing materials (b) in accordance with the plans and specifications approved by Landlord, and by contractors approved by Landlord, (c) if requested by Landlord, under the supervision of the highest quality a licensed architect reasonably satisfactory to Landlord, and (d) in compliance with all applicable Requirements, the terms of this Lease, and all construction procedures and regulations then prescribed by Landlord for work performed in the Building. The approval of plans or specifications, or consent by Landlord to the making of any Alterations, does not constitute Landlord’s agreement or representation that such plans, specifications or Alterations comply with any Requirements. Landlord shall have no liability to Tenant or any other party in connection with Landlord’s approval of any plans and specifications for any Alterations, or Landlord’s consent to Tenant’s performing any Alterations. At the request of Landlord, Tenant shall furnish to Landlord a bond or other security acceptable to Landlord assuring that any proposed Alterations commenced by Tenant (excepting only the Initial Installations) with an aggregate cost of more than One Hundred Fifty Thousand Dollars ($150,000.00) (subject to increase as hereinafter set forth) will be completed in accordance with the plans and specifications theretofore approved by Landlord, and assuring that the Premises will remain free of any mechanics’ liens or other encumbrances arising out of such Alterations. The sum of One Hundred Fifty Thousand Dollars ($150,000.00) specified in the preceding sentence shall be increased each year by three percent (3%) commencing on the first anniversary of the Commencement Date. To the maximum extent permitted by law, Tenant shall indemnify indemnify, defend, and hold harmless Landlord and all Landlord Affiliates from (i) and against any personal injuryand all losses, deathcosts, expenses, claims, actions, proceedings, claims or damage or loss to any person or property arising out of or resulting from any Alterations undertaken by Tenant, including, without limitation, from and against any liabilities and/or obligations arising out of or resulting from the Alterations performed by Tenant.
(c) Prior to commencing any Alterations Tenant shall, at its sole cost and expense: (i) secure all licenses, permits and approvals required by any governmental authorities in connection therewith; (ii) deliver to Landlord a statement of the names of all of its contractors and subcontractors (regardless of tier), and the estimated costs of all labor and material to be furnished by them; (iii) furnish to Landlord duplicate original policies or other reasonably satisfactory evidence of the insurance coverages maintained by Tenant in accordance with the requirements of Section 4.2.4 of this Lease; and (iv) cause each contractor to carry (A) workers’ compensation insurance in statutory amounts and employer’s liability insurance with limits of not less than $500,000.00 per accident covering all the contractor’s and subcontractor’s employees, (B) commercial general liability insurance, including completed operations coverage, for a period of not less than two (2) years beyond completion of the work that the contractor or subcontractor performs, with such limits as Landlord may reasonably require but in no event less than $5,000,000.00 per occurrence, and (C) automobile liability insurance with such limits as Landlord may reasonably require, but in no event less than $5,000,000.00 combined single limit per accident. All such insurance coverages (i) shall be written by companies duly licensed in the Commonwealth of Massachusetts and approved by Landlord, (ii) shall name Landlord, all Landlord Affiliates requested by Landlord, and Tenant as additional insureds, as their respective interests may appear, as well as their respective contractors and subcontractors, (iii) shall contain a waiver of subrogation provision in favor of Landlord and all such Landlord Affiliates, and (iv) shall provide primary coverage as to any other coverage maintained by any insured other than Tenant. Tenant shall deliver to Landlord certificates of all such insurance prior to the commencement of such Alterations.
(d) Landlord may inspect the Alterations in progress from time-to-time; provided, however, Landlord shall, except in case of emergency, (i) give Tenant reasonable prior notice of such inspections, and (ii) conduct such inspections so as to minimize interference with the construction work of Tenant.
(e) At Landlord’s request, promptly after such Alterations are completed, Tenant shall deliver to Landlord a complete set of “as-built” electronic plans for the portions of the Premises affected by such work, prepared using CAD files in AUTO CAD (dwg) format.
(f) Tenant shall pay promptly to Landlord, upon demand, all out-of-pocket costs actually incurred by Landlord in connection with Tenant’s Alterations (including the Initial Installations), including, without limitation, all costs incurred in connection with (a) Landlord’s review of the Alterations (including review of requests for approval thereof), and (b) the provision of Building personnel during the performance of any Alteration to provide security, to operate elevators or loading docks, or otherwise to facilitate such Alterations. In addition, if Tenant’s Alterations (including the Initial Installations) shall cost more than $50,000.00, then Tenant shall pay to Landlord, upon demand, an administrative fee in the amount of five percent (5%) of the total project cost of such Alterations.
(g) Tenant hereby indemnifies and holds harmless Landlord from and against any liabilities and/or obligations for any and all liens or encumbrances recorded or filed against the Property or any part thereof or interest therein arising out of or resulting from the Initial Installations and all other Alterations performed by Tenantor on behalf of Tenant under this Lease. Tenant, at its expense, shall procure the discharge or bonding of all such liens and encumbrances within thirty ten (3010) days after the filing of any such lien or encumbrance against the Premises and/or the Property or any part thereof. If Tenant shall fail to cause any such lien or encumbrance to be discharged or bonded within such thirty ten (3010) day period, then, in addition to any other right or remedy, Landlord may, but shall not be obligated to, discharge the same either by paying the amount claimed to be due or by deposit or bonding proceedings, and in any such event Landlord shall be entitled, if it elects, to compel the prosecution of an action for the foreclosure of such lien and to pay the amount of the judgment in favor of the lien with interest, costs and allowances. Without limiting the foregoing, any amount so paid by Landlord, and all costs and expenses incurred by Landlord in connection therewith, shall constitute Additional Rent under this Lease and shall be paid by Tenant to Landlord within ten (10) days after on demand.
(b) Prior to commencing any Alterations, Tenant shall, at Tenant’s sole cost and expense: (i) secure all licenses, permits and approvals required by any governmental authorities in connection therewith; (ii) deliver to Landlord a statement of the names of all of its contractors and subcontractors, and the estimated costs of all labor and material to be furnished by them; (iii) furnish to Landlord reasonably satisfactory evidence of the insurance coverages maintained by Tenant in accordance with the requirements of Section 4.2.4 of this Lease; and (iv) cause each contractor to carry (A) workers’ compensation insurance in statutory amounts and employer’s liability insurance with limits of not less than $500,000.00 per accident covering all the contractor’s and subcontractor’s employees, (B) commercial general liability insurance, including completed operations coverage, for a period of not less than one (1) year beyond completion of the work that the contractor/subcontractor performs, with such limits as Landlord may reasonably require but in no event less than $5,000,000.00 per occurrence, and (C) automobile liability insurance with such limits as Landlord may reasonably require, but in no event less than $1,000,000.00 combined single limit per accident, with liability coverage of not less than $4,000,000.00 (for a total of $5,000,000.00 in an umbrella liability policy). All such insurance coverages (i) shall be written by companies duly licensed in the Commonwealth of Massachusetts and reasonably approved by Landlord, (ii) shall name Landlord, all Landlord Affiliates requested by Landlord, and Tenant as additional insureds, as their respective interests may appear, as well as their respective contractors and subcontractors, (iii) shall contain a waiver of subrogation provision in favor of Landlord and all such Landlord Affiliates, and (iv) shall provide primary coverage as to any other coverage maintained by any insured other than Tenant. Tenant shall deliver to Landlord certificates of all such insurance before Tenant begins any Alterations.
(c) Landlord may inspect the Alterations in progress at reasonable times and from time-to-time; provided, however, Landlord shall, except in case of emergency, (i) give Tenant reasonable prior notice of such inspections, and (ii) conduct such inspections so as to minimize interference with the construction work of Tenant.
(d) At Landlord’s request, promptly after such Alterations are completed, Tenant shall provide Landlord with a complete set of “as-built” plans for the portions of the Premises affected by such work, prepared using electronic CAD files in AUTO CAD format.
(e) All Alterations shall be performed (a) in a good and first-class workmanlike manner and free from defects, (b) in accordance with the plans and specifications approved by Landlord, and by contractors approved by Landlord, (c) if requested by Landlord, under the supervision of a licensed architect reasonably satisfactory to Landlord, and (d) in compliance with all applicable laws, by-laws, ordinances, codes, regulations and guidelines, the terms of this Lease, and all procedures and regulations then prescribed by Landlord for coordinating all work performed in the Property.
(f) Tenant shall pay promptly to Landlord or its designee, upon demand, all reasonable out-of-pocket architectural and engineering fees and costs actually incurred by Landlord in connection with the review and supervision of Tenant’s Alterations (including the Tenant’s Work), including costs incurred in connection with Landlord’s review of the Alterations (including review of requests for approval thereof). In addition, if Tenant’s Alterations shall cost more than $100,000.00, Tenant shall pay to Landlord or its designee, upon demand, an administrative fee in the amount of three percent (3%) of the total cost of such Alterations.
(g) The approval of plans or specifications, or consent by Landlord to the making of any Alterations, does not constitute Landlord’s agreement or representation that such plans, specifications or Alterations comply with any laws, codes, ordinances, rules, guidelines or requirements. Landlord shall have no liability to Tenant or any other party in connection with Landlord’s approval of any plans and specifications for any Alterations, or Landlord’s consent to Tenant’s performing any Alterations.
Appears in 1 contract
Samples: Lease (Kura Oncology, Inc.)
Improvements, Alterations and Additions. Lessee and its subtenants, at its or their own expense, shall have the right from time to time (i) to demolish and remove any and all buildings, structures and improvements now or hereafter located on the Premises; (ii) to construct a new or replacement building or buildings, structures and/or improvements on the Premises; (iii) to replace, improve, construct, and erect any and all buildings, structures and improvements on the Premises; and (iv) to make any and all alterations, modifications and additions to such buildings, structures and improvements, provided that, (a) Not to make any installations, improvements, alterations or additions (collectively, “Alterations”) in, to or on the Premises, nor the installation or modification of any locks or security devices, without on each occasion obtaining the prior written consent of Landlord. Notwithstanding the foregoing, Landlord’s prior written consent shall not be required in connection with usual and customary interior decorative or cosmetic Alterations that satisfy the following criteria: (i) the Alteration is of a decoration or cosmetic nature such as wallpapering, painting, carpeting or installation of artwork, (ii) the Alteration is non-structural and does not affect the Building Systems, (iii) the Alteration affects only all work performed by Lessee at the Premises and is not visible from outside of the Premises or the Building, (iv) the Alteration will not adversely affect any service furnished by Landlord to Tenant or to any other tenant of the Building, (v) the Alteration does not require work to be performed inside the walls, above the ceiling, or below the floor of the Premises, and (vi) the Alteration is in compliance with, and does not cause any violations of, all applicable laws, codes, ordinances, by-laws, and requirements. All Alterations (excepting only decorative Alterations) shall be performed pursuant to plans and specifications approved by Landlord in advance in each instance and by contractors approved by Landlord in its reasonable discretion. All Alterations shall be performed in a manner and fashion so as to minimize interference with the other tenants and occupants of the Building, with Landlord and Landlord’s operations in the Building and with other labor working on the Premises and/or the Property (or any part thereof). Tenant shall pay promptly when due the entire cost and expense of all Alterations to the Premises undertaken by Tenant and in any event shall cause the Premises at all times to be free of liens for labor and materials. All Alterations performed by Tenant shall be performed done in a good and workmanlike manner, employing materials of the highest quality manner and in compliance with all applicable Requirements. To the maximum extent permitted by law, Tenant shall indemnify and hold harmless Landlord and all Landlord Affiliates from (i) any personal injury, death, damage or loss to any person or property arising out of or resulting from any Alterations undertaken by Tenant, and (ii) any liabilities and/or obligations for any and all liens or encumbrances filed against the Property or any part thereof or interest therein arising out of or resulting from the Alterations performed by Tenant. Tenant, at its expense, shall procure the discharge or bonding of all such liens and encumbrances within thirty (30) days after the filing of any such lien or encumbrance against the Premises and/or the Property or any part thereof. If Tenant shall fail to cause any such lien or encumbrance to be discharged or bonded within such thirty (30) day period, then, in addition to any other right or remedy, Landlord may, but shall not be obligated to, discharge the same either by paying the amount claimed to be due or by deposit or bonding proceedings, and in any such event Landlord shall be entitled, if it elects, to compel the prosecution of an action for the foreclosure of such lien and to pay the amount of the judgment in favor of the lien with interest, costs and allowances. Without limiting the foregoing, any amount so paid by Landlord, and all costs and expenses incurred by Landlord in connection therewith, shall constitute Additional Rent under this Lease and shall be paid by Tenant to Landlord within ten (10) days after demand.
(b) Prior to commencing any Alterations, Tenant shall, at Tenant’s sole cost and expense: (i) secure all licenses, permits and approvals required by any governmental authorities in connection therewith; (ii) deliver to Landlord a statement of the names of all of its contractors and subcontractors, and the estimated costs of all labor and material to be furnished by them; (iii) furnish to Landlord reasonably satisfactory evidence of the insurance coverages maintained by Tenant in accordance with the requirements of Section 4.2.4 of this Lease; and (iv) cause each contractor to carry (A) workers’ compensation insurance in statutory amounts and employer’s liability insurance with limits of not less than $500,000.00 per accident covering all the contractor’s and subcontractor’s employees, (B) commercial general liability insurance, including completed operations coverage, for a period of not less than one (1) year beyond completion of the work that the contractor/subcontractor performs, with such limits as Landlord may reasonably require but in no event less than $5,000,000.00 per occurrence, and (C) automobile liability insurance with such limits as Landlord may reasonably require, but in no event less than $1,000,000.00 combined single limit per accident, with liability coverage of not less than $4,000,000.00 (for a total of $5,000,000.00 in an umbrella liability policy). All such insurance coverages (i) shall be written by companies duly licensed in the Commonwealth of Massachusetts and reasonably approved by Landlord, (ii) shall name Landlord, all Landlord Affiliates requested by Landlord, and Tenant as additional insureds, as their respective interests may appear, as well as their respective contractors and subcontractors, (iii) shall contain a waiver of subrogation provision in favor of Landlord and all such Landlord Affiliates, and (iv) shall provide primary coverage as to any other coverage maintained by any insured other than Tenant. Tenant shall deliver to Landlord certificates of all such insurance before Tenant begins any Alterations.
(c) Landlord may inspect the Alterations in progress at reasonable times and from time-to-time; provided, however, Landlord shall, except in case of emergency, (i) give Tenant reasonable prior notice of such inspections, and (ii) conduct such inspections so as to minimize interference with the construction work of Tenant.
(d) At Landlord’s request, promptly after such Alterations are completed, Tenant shall provide Landlord with a complete set of “as-built” plans for the portions of the Premises affected by such work, prepared using electronic CAD files in AUTO CAD format.
(e) All Alterations shall be performed (a) in a good and first-class workmanlike manner and free from defects, (b) in accordance with the plans and specifications approved by Landlord, and by contractors approved by Landlord, (c) if requested by Landlord, under the supervision of a licensed architect reasonably satisfactory to Landlord, and (d) in compliance with all applicable laws, byrules, and regulations (subject, however, to Lessee's right to contest such laws by applicable proceedings conducted in good faith and diligently pursued), (b) Lessee shall cause any general contractor performing material work at the Premises to name Lessor as an additional insured on such general contractor's liability insurance, and (c) for work involving costs in excess of $500,000 (which amount shall be increased or decreased every fifth Lease Year of the Term based upon the net increase or decrease in the Index (as hereinafter defined) during the immediately preceding five Lease Year period), site plans, exterior design plans, and landscaping plans shall be submitted to and approved by Lessor, which approval shall not be unreasonably withheld, conditioned, or delayed (and Lessor's failure to give written notice of disapproval of a submission within fifteen (15) days after receipt of same shall be deemed an approval of such submission).
(a) ON-lawsSITE AND OFF-SITE DETENTION AND RETENTION. Lessee agrees that it shall be solely responsible for all stormwater runoff and drainage, ordinancesboth on-site and off-site, codesfrom the use and operation of the Premises and all buildings, regulations structures, and guidelinesimprovements now or hereafter constructed by Lessee thereon, and, other than as expressly provided below with respect to the Drainage Easement and the Drainage Facility, shall be solely responsible for providing, at Lessee's cost, any and all on-site or off-site retention or detention as may be required from time-to-time by any governmental regulatory authorities or as otherwise provided in this Lease. Lessee also agrees that it shall be solely responsible for obtaining, at Lessee's cost, any and all necessary governmental or other regulatory authority approvals or permits relating to the foregoing. Lessor warrants that the Drainage and Retention Pond Easement dated April 7, 1978, by and between Lessor and Governors Square, Inc., recorded at Official Records Book 894, Page 1025, public records of Xxxx County, Florida, and as amended and modified by that certain Amendment to Drainage and Retention Pond Easement dated April 1, 1980, recorded in the Public Records, Official Records Book 956, Page 2240, and as further amended by a Second Amendment to Drainage and Retention Pond Easement dated February 28, 1992, recorded in the Public Records, Official Records book 1546, Page 0644, and as supplemented by a Supplement to Drainage and Retention Pond Easement dated January 12, 1993, recorded in the Public Records, Official Records Book 1546, page 644, (the "DRAINAGE EASEMENT") is in full force and effect and has not been amended or modified except as stated herein. To the extent permissible under the terms of this Leasethe Drainage Easement, Lessor assigns and all procedures and regulations then prescribed by Landlord grants to Lessee that part of the non-exclusive rights as are permitted under the Drainage Easement for coordinating all work performed the purpose of draining surface waters from the Premises into the Governors Square drainage facility (the "DRAINAGE FACILITY" or "STORMWATER POND") as described in the PropertyDrainage Easement, subject to the following conditions and restrictions.
(fb) Tenant The maximum impervious surface to be drained from the Premises to the Stormwater Pond shall pay promptly to Landlord or its designee, upon demand, all reasonable out-of-pocket architectural and engineering fees and costs actually incurred by Landlord in connection with the review and supervision of Tenant’s Alterations (including the Tenant’s Work), including costs incurred in connection with Landlord’s review not exceed 1.6 acres of the Alterations (including review of requests for approval thereof). In addition, if Tenant’s Alterations shall cost more than $100,000.00, Tenant shall pay to Landlord or its designee, upon demand, an administrative fee in the amount of three percent (3%) of the total cost of such AlterationsPremises.
(g) The approval of plans or specifications, or consent by Landlord to the making of any Alterations, does not constitute Landlord’s agreement or representation that such plans, specifications or Alterations comply with any laws, codes, ordinances, rules, guidelines or requirements. Landlord shall have no liability to Tenant or any other party in connection with Landlord’s approval of any plans and specifications for any Alterations, or Landlord’s consent to Tenant’s performing any Alterations.
Appears in 1 contract
Samples: Agreement of Sale (Inland Western Retail Real Estate Trust Inc)
Improvements, Alterations and Additions. Lessee and its subtenants, at its or their own expense, shall have the right from time to time (i) to demolish and remove any and all buildings, structures and improvements now or hereafter located on the Premises; (ii) to construct a new or replacement building or buildings, structures and/or improvements on the Premises; (iii) to replace, improve, construct, and erect any and all buildings, structures and improvements on the Premises; and (iv) to make any and all alterations, modifications and additions to such buildings, structures and improvements, provided that, (a) Not to make any installations, improvements, alterations or additions (collectively, “Alterations”) in, to or on the Premises, nor the installation or modification of any locks or security devices, without on each occasion obtaining the prior written consent of Landlord. Notwithstanding the foregoing, Landlord’s prior written consent shall not be required in connection with usual and customary interior decorative or cosmetic Alterations that satisfy the following criteria: (i) the Alteration is of a decoration or cosmetic nature such as wallpapering, painting, carpeting or installation of artwork, (ii) the Alteration is non-structural and does not affect the Building Systems, (iii) the Alteration affects only all work performed by Lessee at the Premises and is not visible from outside of the Premises or the Building, (iv) the Alteration will not adversely affect any service furnished by Landlord to Tenant or to any other tenant of the Building, (v) the Alteration does not require work to be performed inside the walls, above the ceiling, or below the floor of the Premises, and (vi) the Alteration is in compliance with, and does not cause any violations of, all applicable laws, codes, ordinances, by-laws, and requirements. All Alterations (excepting only decorative Alterations) shall be performed pursuant to plans and specifications approved by Landlord in advance in each instance and by contractors approved by Landlord in its reasonable discretion. All Alterations shall be performed in a manner and fashion so as to minimize interference with the other tenants and occupants of the Building, with Landlord and Landlord’s operations in the Building and with other labor working on the Premises and/or the Property (or any part thereof). Tenant shall pay promptly when due the entire cost and expense of all Alterations to the Premises undertaken by Tenant and in any event shall cause the Premises at all times to be free of liens for labor and materials. All Alterations performed by Tenant shall be performed done in a good and workmanlike manner, employing materials of the highest quality manner and in compliance with all applicable Requirements. To the maximum extent permitted by law, Tenant shall indemnify and hold harmless Landlord and all Landlord Affiliates from (i) any personal injury, death, damage or loss to any person or property arising out of or resulting from any Alterations undertaken by Tenant, and (ii) any liabilities and/or obligations for any and all liens or encumbrances filed against the Property or any part thereof or interest therein arising out of or resulting from the Alterations performed by Tenant. Tenant, at its expense, shall procure the discharge or bonding of all such liens and encumbrances within thirty (30) days after the filing of any such lien or encumbrance against the Premises and/or the Property or any part thereof. If Tenant shall fail to cause any such lien or encumbrance to be discharged or bonded within such thirty (30) day period, then, in addition to any other right or remedy, Landlord may, but shall not be obligated to, discharge the same either by paying the amount claimed to be due or by deposit or bonding proceedings, and in any such event Landlord shall be entitled, if it elects, to compel the prosecution of an action for the foreclosure of such lien and to pay the amount of the judgment in favor of the lien with interest, costs and allowances. Without limiting the foregoing, any amount so paid by Landlord, and all costs and expenses incurred by Landlord in connection therewith, shall constitute Additional Rent under this Lease and shall be paid by Tenant to Landlord within ten (10) days after demand.
(b) Prior to commencing any Alterations, Tenant shall, at Tenant’s sole cost and expense: (i) secure all licenses, permits and approvals required by any governmental authorities in connection therewith; (ii) deliver to Landlord a statement of the names of all of its contractors and subcontractors, and the estimated costs of all labor and material to be furnished by them; (iii) furnish to Landlord reasonably satisfactory evidence of the insurance coverages maintained by Tenant in accordance with the requirements of Section 4.2.4 of this Lease; and (iv) cause each contractor to carry (A) workers’ compensation insurance in statutory amounts and employer’s liability insurance with limits of not less than $500,000.00 per accident covering all the contractor’s and subcontractor’s employees, (B) commercial general liability insurance, including completed operations coverage, for a period of not less than one (1) year beyond completion of the work that the contractor/subcontractor performs, with such limits as Landlord may reasonably require but in no event less than $5,000,000.00 per occurrence, and (C) automobile liability insurance with such limits as Landlord may reasonably require, but in no event less than $1,000,000.00 combined single limit per accident, with liability coverage of not less than $4,000,000.00 (for a total of $5,000,000.00 in an umbrella liability policy). All such insurance coverages (i) shall be written by companies duly licensed in the Commonwealth of Massachusetts and reasonably approved by Landlord, (ii) shall name Landlord, all Landlord Affiliates requested by Landlord, and Tenant as additional insureds, as their respective interests may appear, as well as their respective contractors and subcontractors, (iii) shall contain a waiver of subrogation provision in favor of Landlord and all such Landlord Affiliates, and (iv) shall provide primary coverage as to any other coverage maintained by any insured other than Tenant. Tenant shall deliver to Landlord certificates of all such insurance before Tenant begins any Alterations.
(c) Landlord may inspect the Alterations in progress at reasonable times and from time-to-time; provided, however, Landlord shall, except in case of emergency, (i) give Tenant reasonable prior notice of such inspections, and (ii) conduct such inspections so as to minimize interference with the construction work of Tenant.
(d) At Landlord’s request, promptly after such Alterations are completed, Tenant shall provide Landlord with a complete set of “as-built” plans for the portions of the Premises affected by such work, prepared using electronic CAD files in AUTO CAD format.
(e) All Alterations shall be performed (a) in a good and first-class workmanlike manner and free from defects, (b) in accordance with the plans and specifications approved by Landlord, and by contractors approved by Landlord, (c) if requested by Landlord, under the supervision of a licensed architect reasonably satisfactory to Landlord, and (d) in compliance with all applicable laws, byrules, and regulations (subject, however, to Lessee's right to contest such laws by applicable proceedings conducted in good faith and diligently pursued), (b) Lessee shall cause any general contractor performing material work at the Premises to name Lessor as an additional insured on such general contractor's liability insurance, and (c) for work involving costs in excess of $500,000 (which amount shall be increased or decreased every fifth Lease Year of the Term based upon the net increase or decrease in the Index (as hereinafter defined) during the immediately preceding five Lease Year period), site plans, exterior design plans, and landscaping plans shall be submitted to and approved by Lessor, which approval shall not be unreasonably withheld, conditioned, or delayed (and Lessor's failure to give written notice of disapproval of a submission within fifteen (15) days after receipt of same shall be deemed an approval of such submission).
(a) ON-lawsSITE AND OFF-SITE DETENTION AND RETENTION. Lessee agrees that it shall be solely responsible for all stormwater runoff and drainage, ordinancesboth on-site and off-site, codesfrom the use and operation of the Premises and all buildings, regulations structures, and guidelinesimprovements now or hereafter constructed by Lessee thereon, and, other than as expressly provided below with respect to the Drainage Easement and the Drainage Facility, shall be solely responsible for providing, at Lessee's cost, any and all on-site or off-site retention or detention as may be required from time-to-time by any governmental regulatory authorities or as otherwise provided in this Lease. Lessee also agrees that it shall be solely responsible for obtaining, at Lessee's cost, any and all necessary governmental or other regulatory authority approvals or permits relating to the foregoing. Lessor warrants that the Drainage and Retention Pond Easement dated April 7, 1978, by and between Lessor and Governors Square, Inc., recorded at Official Records Book 894, Page 1025, public records of Xxxx County, Florida, and as amended and modified by that certain Amendment to Drainage and Retention Pond Easement dated April 1, 1980, recorded in the Public Records, Official Records Book 956, Page 2240, and as further amended by a Second Amendment to Drainage and Retention Pond Easement dated February 28, 1992, recorded in the Public Records, Official Records book 1546, Page 0644, and as supplemented by a Supplement to Drainage and Retention Pond Easement dated January 12, 1993, recorded in the Public Records, Official Records Book 1546, page 644, (the "DRAINAGE EASEMENT") is in full force and effect and has not been amended or modified except as stated herein. To the extent permissible under the terms of this Leasethe Drainage Easement, Lessor assigns and grants to Lessee that part of the non-exclusive rights as are permitted under the Drainage Easement for the purpose of draining surface waters from the Premises into the Governors Square drainage facility (the "DRAINAGE FACILITY" or "STORMWATER POND") as described in the Drainage Easement, subject to the following conditions and restrictions.
(b) The maximum impervious surface to be drained from the Premises to the Stormwater Pond shall not exceed 13.31 acres of the Premises.
(c) If Tenant's use and the improvements made by Lessee to the Premises shall be determined by any governmental or other regulatory authority or reasonably determined by the grantee or grantee's successors under the Drainage Facility to accommodate runoff in excess of that permitted under Subsection b which may result from any Lessee's development of the Premises, then, at Lessee's cost, such alterations shall be completed and any necessary governmental approvals or permits shall be obtained before Lessee's development is commenced or if already commenced, then within a reasonable period of time after written notice to Lessee. The cost to be paid by Lessee shall include, without limitation, design, and engineering fees, cost of complying with any applicable environmental regulations and construction costs and all procedures permitting fees, and regulations then prescribed by Landlord for coordinating all work performed the cost, if any, of obtaining any consent or permission from any party other than Lessor having an interest in the PropertyDrainage Facility or the Drainage Easement.
(d) Lessee shall not be responsible for performance of or contribution to maintenance of the Drainage Facility except (1) to the extent as may be required under the paragraph next above; and (2) to the extent that Lessor may be obligated or liable to any third party under the Drainage Easement or any governmental entity for such maintenance (provided Lessor shall not agree or consent to the increase or expansion of its existing obligations and liabilities with respect to such maintenance) and in either event, Lessee shall be responsible for discharging and satisfying Lessor's obligations and liability to the extent the same shall be required as a result of Lessee's use and occupancy of the Premises.
(e) In addition to the foregoing, if there is no public drainage way or easement available, then Lessor agrees that it will grant to Lessee a non-exclusive easement to the extent as may be reasonably necessary over and across property owned by Lessor which lies between the Premises and the Drainage Facility for the purpose of utilizing the drainage rights granted by Lessor herein to the extent that it may be necessary to transport that part of the stormwater allowed under this provision to be drained from the Premises to the Drainage Facility. The location, route, and type of construction of said easement area shall not unreasonably interfere with Lessor's use of Lessor's property over which the easement will run and shall be subject to the consent of the Lessor, provided, however, such consent shall not be unreasonably withheld, conditioned or delayed. Lessee acknowledges that any and all costs and expenses associated with the location of said easement, the construction, installation or utilization of the easement, or any other matters pertaining to said easement, shall be borne by the Lessee.
(f) Tenant shall pay promptly INDEMNIFICATION AND INSURANCE IN CONNECTION WITH ON-SITE AND OFF-SITE DRAINAGE DETENTION AND RETENTION. Lessee agrees that it will indemnify and save Lessor harmless against any and all legal liabilities, penalties, damages, expenses, claims, and judgments arising from injury or damage or death to Landlord person or its designeeproperty occasioned by Lessee's or any of Lessee's employees', upon demandagents', all reasonable out-of-pocket architectural and engineering fees and costs actually incurred by Landlord or contractors' acts or failures to act with respect to the Drainage Facility, or on the Premises in connection with the review and supervision of Tenant’s Alterations (including the Tenant’s Work), including costs incurred in connection with Landlord’s review operation of the Alterations (including review of requests Drainage Facility and this shall be construed to include, but not be limited to, claims or actions for approval thereof)air, water, or noise pollution, including, but not limited to claims or actions arising from surface water runoff or drainage from the Premises. In addition, if Tenant’s Alterations Lessee shall cost more than $100,000.00, Tenant shall pay cause the public liability insurance policies required under this Lease to Landlord or its designee, upon demand, an administrative fee in include the amount of three percent (3%) of the total cost of such AlterationsDrainage Facility.
(g) The approval MODIFICATION OR TERMINATION OF DRAINAGE EASEMENT AGREEMENT. Lessor shall not cause or permit the termination of plans the Drainage Easement Agreement and shall not modify or specificationsamend the Drainage Easement Agreement in any manner which may (i) adversely affect Lessee's or any of its subtenants' (or sub-subtenants') use of the Drainage Facilities, (ii) reduce Lessee's rights thereunder or consent (iii) increase Lessee's obligations or liabilities thereunder.
(h) MAGNOLIA PARK DISCHARGE. Magnolia Park Shopping Center, Ltd. ("MAGNOLIA PARK") leases from Lessor and/or affiliates of Lessor that certain property legally described on EXHIBIT "E" hereto (the "MAGNOLIA PARK PROPERTY") pursuant to a lease dated October 1, 1985, between Lessor and/or affiliates of Lessor, as lessor and Magnolia Park, as lessee, as amended by Landlord a first amendment, dated October 14, 1986 (the "MAGNOLIA PARK LEASE"). Lessor shall use, in Lessor's sole judgment, its best efforts to cause Magnolia Park to permanently cease and desist from discharging stormwater from the Magnolia Park Property onto the Premises, including, without limitation, any such stormwater being discharged onto the Premises through the 24 inch reinforced concrete pipe extending from the existing detention pond located on the north portion of the Magnolia Park Property or through the 36 inch reinforced concrete pipe located on the Magnolia Park Property and draining approximately 28 acres of land along Magnolia Drive and Park Avenue. In using Lessor's best efforts, if Lessor determines there is no unreasonable interference in the use of Lessor's adjoining property lying between Magnolia Park Property's drainage pond and Park Avenue, Lessor will make available to magnolia Park Property a limited easement to convey water discharged from the Magnolia Park Property holding pond to such drainage systems as may be in the right-of-way of Park Avenue. Notwithstanding the foregoing, if Lessor, through its efforts, is unable to bring about the change in the drainage as described above, Lessor shall not be liable to Lessee or have any further obligation to Lessee to accommodate or otherwise change the above-described drainage as that will be the sole obligation and expense of Lessee. Lessor will, however, continue to cooperate with Lessee in making available an alternate easement of any Alterations, Lessor's property so long as the easement or use of the easement does not constitute Landlord’s agreement in Lessor's reasonable judgment adversely impact or representation that such plans, specifications or Alterations comply with any laws, codes, ordinances, rules, guidelines or requirements. Landlord shall have no liability to Tenant or any other party in connection with Landlord’s approval of any plans and specifications for any Alterations, or Landlord’s consent to Tenant’s performing any Alterationsaffect Lessor's remaining property.
Appears in 1 contract
Samples: Agreement of Sale (Inland Western Retail Real Estate Trust Inc)
Improvements, Alterations and Additions. (a) Not Tenant shall not make or allow to make be made any installations, improvements, alterations or physical additions (collectively, “Alterations”) in, in or to the Leased Premises which affect the structure or on any other improvements in excess of the Premises, nor amount stated in the installation or modification of any locks or security devices, Specific Lease Provisions without on each occasion first obtaining the prior written consent of Landlord. Notwithstanding the foregoing, All work shall be done by contractors approved by Landlord’s prior written . Landlord's approval or consent shall not be required in connection with usual unreasonably withheld or delayed and customary interior decorative approval shall state if the alterations or cosmetic Alterations that satisfy physical additions shall be removed or reinstalled by Tenant upon the following criteria: (i) the Alteration is of a decoration or cosmetic nature Expiration Date. Any and all such as wallpaperingalterations, painting, carpeting or installation of artwork, (ii) the Alteration is non-structural and does not affect the Building Systems, (iii) the Alteration affects only the Premises and is not visible from outside of the Premises or the Building, (iv) the Alteration will not adversely affect any service furnished by Landlord to Tenant or to any other tenant of the Building, (v) the Alteration does not require work to be performed inside the walls, above the ceilingphysical additions, or below the floor of the Premisesimprovements, and (vi) the Alteration is in compliance with, and does not cause any violations of, all applicable laws, codes, ordinances, by-laws, and requirements. All Alterations (excepting only decorative Alterations) shall be performed pursuant to plans and specifications approved by Landlord in advance in each instance and by contractors approved by Landlord in its reasonable discretion. All Alterations shall be performed in a manner and fashion so as to minimize interference with the other tenants and occupants of the Building, with Landlord and Landlord’s operations in the Building and with other labor working on the Premises and/or the Property (or any part thereof). Tenant shall pay promptly when due the entire cost and expense of all Alterations made to the Leased Premises undertaken by Tenant and in any event shall cause the Premises at all times to be free of liens for labor and materials. All Alterations performed by Tenant shall be performed in a good and workmanlike manner, employing materials of the highest quality and in compliance with all applicable Requirements. To the maximum extent permitted by law, Tenant shall indemnify and hold harmless Landlord and all Landlord Affiliates from (i) any personal injury, death, damage or loss to any person or property arising out of or resulting from any Alterations undertaken by Tenant, and (ii) any liabilities and/or obligations for any and all liens or encumbrances filed against shall at once become the Property or any part thereof or interest therein arising out property of or resulting from the Alterations performed by Tenant. Tenant, at its expense, shall procure the discharge or bonding of all such liens and encumbrances within thirty (30) days after the filing of any such lien or encumbrance against the Premises and/or the Property or any part thereof. If Tenant shall fail to cause any such lien or encumbrance to be discharged or bonded within such thirty (30) day period, then, in addition to any other right or remedy, Landlord may, but shall not be obligated to, discharge the same either by paying the amount claimed to be due or by deposit or bonding proceedings, and in any such event Landlord shall be entitled, if it elects, to compel the prosecution of an action for the foreclosure of such lien and to pay the amount of the judgment in favor of the lien with interest, costs and allowances. Without limiting the foregoing, any amount so paid by Landlord, and all costs and expenses incurred by Landlord in connection therewith, shall constitute Additional Rent under this Lease and shall be paid by Tenant surrendered to Landlord within ten (10) days after demand.
(b) Prior to commencing any Alterations, Tenant shall, at Tenant’s sole cost and expense: (i) secure all licenses, permits and approvals required by any governmental authorities in connection therewith; (ii) deliver to Landlord a statement of upon the names of all of its contractors and subcontractors, and the estimated costs of all labor and material to be furnished by them; (iii) furnish to Landlord reasonably satisfactory evidence of the insurance coverages maintained by Tenant in accordance with the requirements of Section 4.2.4 termination of this Lease; and (iv) cause each contractor Lease Agreement by lapse of time or otherwise unless agreed to carry (A) workers’ compensation insurance in statutory amounts and employer’s liability insurance with limits of not less than $500,000.00 per accident covering all the contractor’s and subcontractor’s employees, (B) commercial general liability insurance, including completed operations coverage, for a period of not less than one (1) year beyond completion of the work that the contractor/subcontractor performs, with such limits as Landlord may reasonably require but in no event less than $5,000,000.00 per occurrence, and (C) automobile liability insurance with such limits as Landlord may reasonably require, but in no event less than $1,000,000.00 combined single limit per accident, with liability coverage of not less than $4,000,000.00 (for a total of $5,000,000.00 in an umbrella liability policy). All such insurance coverages (i) shall be written by companies duly licensed otherwise in the Commonwealth of Massachusetts and reasonably approved by required Landlord, (ii) shall name Landlord, all Landlord Affiliates requested by Landlord, and Tenant as additional insureds, as their respective interests may appear, as well as their respective contractors and subcontractors, (iii) shall contain a waiver of subrogation provision in favor of Landlord and all such Landlord Affiliates, and (iv) shall provide primary coverage as to any other coverage maintained by any insured other than Tenant. Tenant shall deliver to Landlord certificates of all such insurance before Tenant begins any Alterations.
(c) Landlord may inspect the Alterations in progress at reasonable times and from time-to-time's approval above; provided, however, Landlord shall, except in case of emergency, (i) give Tenant reasonable prior notice of such inspections, and (ii) conduct such inspections so as this clause shall not apply to minimize interference with the construction work of movable equipment or furniture owned by Tenant.
(d) At Landlord’s request, promptly after such Alterations are completed, . Tenant shall comply with all government, local building code and permitting requirements and provide Landlord with evidence of compliance. Tenant shall give Landlord written notice five (5) days prior to employing any laborer or contractor to perform work on the Leased Premises so that Landlord may post a complete set notice of “as-built” plans for nonresponsibility if allowed by law. Landlord reserves the portions right to require Tenant, at Tenant's expense, to remove such alterations, physical additions, or improvements upon termination of the Premises affected this Lease Agreement and to repair any damage caused by such workremoval. Landlord hereby consents to the improvements and alterations set forth and/or shown on Exhibit "C" attached hereto, prepared using electronic CAD files in AUTO CAD format.
(e) All Alterations which shall be performed (a( if at all) in a good at Tenant's sole cost and first-class workmanlike manner expense and free from defects, (b) in accordance with shall not be required to be removed or reinstalled upon the plans and specifications approved by Landlord, and by contractors approved by Landlord, (c) if requested by Landlord, under the supervision of a licensed architect reasonably satisfactory to Landlord, and (d) in compliance with all applicable laws, by-laws, ordinances, codes, regulations and guidelines, the terms of this Lease, and all procedures and regulations then prescribed by Landlord for coordinating all work performed in the PropertyExpiration Date.
(f) Tenant shall pay promptly to Landlord or its designee, upon demand, all reasonable out-of-pocket architectural and engineering fees and costs actually incurred by Landlord in connection with the review and supervision of Tenant’s Alterations (including the Tenant’s Work), including costs incurred in connection with Landlord’s review of the Alterations (including review of requests for approval thereof). In addition, if Tenant’s Alterations shall cost more than $100,000.00, Tenant shall pay to Landlord or its designee, upon demand, an administrative fee in the amount of three percent (3%) of the total cost of such Alterations.
(g) The approval of plans or specifications, or consent by Landlord to the making of any Alterations, does not constitute Landlord’s agreement or representation that such plans, specifications or Alterations comply with any laws, codes, ordinances, rules, guidelines or requirements. Landlord shall have no liability to Tenant or any other party in connection with Landlord’s approval of any plans and specifications for any Alterations, or Landlord’s consent to Tenant’s performing any Alterations.
Appears in 1 contract
