LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions: i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities; ii) The installation, use or operation of Tenant’s property, fixtures and equipment; iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises; iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease; v) The acts or omissions of Tenant and Tenant’s employees, agents, invitees, subtenants, licensees or contractors; vi) Fire and other casualty, except as provided by Section 13 of this Lease; and vii) Condemnation, except as provided in Section 15 of this Lease. 12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 2 contracts
Samples: Industrial Lease (Appfolio Inc), Industrial Lease (Appfolio Inc)
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject Landlord shall not be required to make any repairs or improvements to the following limitationsPremises, unless such repairs are made necessary by any act or omission or negligence of Landlord shallor its employees, at its sole cost and expense agents, or contractors (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair the structural components of the roofcollectively, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building“Landlord Parties”); provided, however, if such damage is caused by an act or omission subject to Article 31 of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided hereinthis Lease, Landlord shall also keep maintain the roof, the exterior of the Building, the foundation and all other structural elements of the Building, electrical (except to the extent installed by Tenant), underground plumbing and conduits, and all other Building systems servicing the Premises, up to the point of entry into the Premises, and structural repairs and replacements in the Premises, the parking areas and landscape areas (excluding any landscaping within the Premises) and public and common areas of the Building in reasonably good order and repair the Common Areas condition, ordinary wear and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systemstear excepted. Notwithstanding any provision herein to the foregoingcontrary, Landlord shall not be required to make or pay for any repair resulting from repairs made necessary by any of the following conditions:
i) Any alteration act or modification to the Building omission or to mechanical equipment within the Building performed by, for or because negligence of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The acts or omissions of Tenant and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire , or, while in the Premises, of Tenant’s invitees and other casualtycustomers, except as provided and Tenant shall reimburse Landlord for all such repairs made by Landlord promptly following Lxxxxxxx’s written demand therefor, together with invoices for same. In addition, Landlord shall be responsible for those services for the Property more particularly described in Section 13 31 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease.
12.2.2 . Landlord shall have no obligation to make use due diligence in making any such repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for and shall perform such repairs. There shall be no abatement of Rent during the performance of such repair work, except in case of emergency, at times reasonably convenient to Tenant and otherwise in such manner as expressly set forth in will not materially interfere with Txxxxx's use of the Premises. It is understood that Landlord does not warrant that any of the services referred to above, or that these or any other services which Landlord may supply, will be free from interruption. Tenant acknowledges that any one or more such services may be suspended or reduced by reason of accident or repairs, alterations or improvements necessary to be made, by strikes or accident or by any cause beyond the reasonable control of Landlord, or by orders or regulations of any federal, state, county or municipal authority. Any such interruption or suspension of services supplied by Landlord shall not be deemed an eviction or disturbance of Tenant’s use and possession of the Premises or any part thereof, or render Landlord liable to Tenant for damages or for abatement of rent or relieve Tenant from performance of Tenant’s obligation under this Lease. Unless ; provided, however, if an interruption or suspension in service is due to Landlord’s gross negligence or willful misconduct, then, as Tenant’s sole and exclusive remedy, Base Rent shall be abated, commencing on the expiration of three (3) consecutive business days that any such services have been interrupted, through the date on which such service is restored to the extent that Tenant may substantially resume its operations. Any repairs or services within the Premises (which may include, at Landlord’s option, without limitation, janitorial, dumpster, mechanical, electrical, plumbing, pest control, Building standard light bulbs and their change-out, carpet cleaning, etc.) not provided pursuant to Sections 8 or 31 that are handled by the Landlord shall not be liable on behalf of the Tenant, if requested by Tenant or due to Tenant's failure to handle such repairs or services within a timely manner after notice to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except including repairs or replacements to the HVAC system servicing the Premises (the “HVAC System”), to the extent same are the responsibility of Tenant, will be billed back to the Tenant for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building total cost of repairs or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise applyservices plus a fifteen percent (15%) administrative surcharge.
Appears in 2 contracts
Samples: Lease Agreement (In8bio, Inc.), Lease Agreement (In8bio, Inc.)
LANDLORD. 12.2.1 Except as otherwise provided in this LeaseLandlord shall, and subject to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on repair damage to Tenant as Operating Expenses) keep in good order and repair the structural components portions of the roof, the foundation and other structural components, and exterior load-bearing portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building, and damage to the exterior walls and other structural portions of the Building; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractorsany Tenant Party, then such repairs shall be at Tenant’s 's sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
(i) Any any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
(ii) The the installation, use or operation of Tenant’s 's property, fixtures and equipment;
, (iii) The the moving of Tenant’s Property 's property in or out of the Building or in and about the Premises;
, (iv) Tenant’s 's use or occupancy of the Premises in violation of Section 8 11 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
, (v) The the acts or omissions of Tenant and Tenant’s employeesor any Tenant Party, agents, invitees, subtenants, licensees or contractors;
(vi) Fire fire and other casualty, except as provided by Section 13 of this Lease; and
Lease or (vii) Condemnationcondemnation, except as provided in Section 15 14 of this Lease.
12.2.2 . Landlord shall have no obligation to make repairs under this Section 12.2 9.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There Subject to Section 9.3, there shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due provided that neither the access to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter is materially impaired in effect which might otherwise apply.case Tenant's exclusive remedy shall be determined in accordance with Section 9.3
Appears in 2 contracts
Samples: Multi Tenant Industrial Triple Net Lease (Brooks Automation Inc), Multi Tenant Industrial Triple Net Lease (Brooks Automation Inc)
LANDLORD. 12.2.1 Except as otherwise provided Anything contained in this Lease, and subject Section 13.1 above to the following limitationscontrary notwithstanding, as items of Operating Expenses, Landlord shall, at its sole cost shall repair and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair maintain the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, howeverincluding the foundations and roof structure. Landlord shall repair and maintain the basic plumbing, if such damage is caused elevators, life safety systems and other building systems, heating, ventilating, air conditioning and electrical systems installed or furnished by an act or omission of TenantLandlord, Tenant’s employees, agents, invitees, subtenants, or contractors, then and perform roof repair and maintenance to the Premises. Landlord shall not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall be at persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
(i) Any any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of on behalf of, Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completionof, repairTenant, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
(ii) The the installation, use or operation of Tenant’s property, fixtures and equipment;
, (iii) The the moving of Tenant’s Property property in or out of the Building or in and about the Premises;
, (iv) Tenant’s use or occupancy of the Premises in violation of Section 8 6 of this Lease or in the a manner not contemplated by the parties at the time of the execution of this Lease;
, (v) The the acts or omissions of Tenant and Tenant’s or any employees, agents, customers, visitors, invitees, subtenantslicensees, licensees contractors, assignees or contractors;
subtenants of Tenant (individually, a “Tenant Party” and collectively, “Tenant’s Parties”), (vi) Fire fire and other casualty, except as provided by Section 13 21 of this Lease; and
Lease or (vii) Condemnationcondemnation, except as provided in Section 15 22 of this Lease.
12.2.2 . Landlord shall have no no” obligation to make repairs under this Section 12.2 13.2 until a commercially reasonable time after (a) Landlord first becomes aware of the need for such repairs, or (b) receipt of written notice from Tenant of the need for such repairs, whichever is earlier. There shall be no abatement of Rent during the performance of such work. Except for the initial Tenant Improvements, except as expressly set forth if any, provided for in the Work Letter, Landlord shall have no obligation during the Term of this LeaseLease to remodel, repair, improve, decorate or paint any part of the Premises or to clean, repair or replace carpeting or window coverings. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise applyApplicable Laws including without limitation Sections 1941 and 1942 of the California Civil Code.
Appears in 2 contracts
Samples: Office Lease (Rimini Street, Inc.), Office Lease (Rimini Street, Inc.)
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on expense, repair damage to Tenant as Operating Expenses) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The acts or omissions of Tenant and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section Sections 13 and 14 of this Lease; andor
vii) Condemnation, except as provided in Section 15 of this Lease. Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work. Unless as due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any Landlord’s Initials CZ Tenant’s Initials HZ damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord. Tenant waives any right to repair the Premises, the Building and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 2 contracts
Samples: Multi Purpose Commercial Building Lease (Sientra, Inc.), Multi Purpose Commercial Building Lease (Sientra, Inc.)
LANDLORD. 12.2.1 Except In addition to any other rights of Landlord under this Lease and/or at law or in equity, Landlord reserves the following rights:
(i) To install and maintain a sign or signs on the exterior or interior of the Building subject to Landlord not interfering with Tenant's signage as otherwise provided in this Lease, Section 8.B hereof in Tenant's reasonable judgment.
(ii) To designate all sources furnishing sign painting and subject lettering.
(iii) Constantly to have pass keys to the following limitations, Landlord shall, at its sole cost Premises. Said keys shall only be for use in the event of emergency or for cleaning and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Buildingmaintenance; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs Landlord shall be upon at Tenant’s sole expense. As an Operating Expense that shall be passedleast twenty-through four (24) hours prior notice to Tenant and during Tenant's regular Business Hours (as provided hereinhereinafter defined), Landlord shall also keep in good order and repair be entitled to inspect the Common Areas and Premises during the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any Term of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenantthis Lease, provided that this clause iLandlord complies with Tenant's reasonable requirements regarding confidentiality.
(iv) shall not apply On at least twenty-four (24) hours prior notice to Tenant, to exhibit the Premises during Tenant's regular Business Hours to prospective tenants during the last twelve (12) months of the Initial Term, and during the last six (6) months of any Extension Periods, and to exhibit the Premises during the Term, upon at least twenty-four (24) hours prior notice and during Tenant's regular Business Hours, to any prospective purchaser, mortgagee, or assignee of any mortgage on the Landlord’s Work performed by Existing Property and to others having a legitimate interest, provided that Landlord under complies with Tenant's reasonable requirements regarding confidentiality.
(v) At any time, upon at least twenty-four (24) hours prior notice (or such other notice as may be practicable in event of emergency), during Tenant's regular Business Hours, and in a manner which does not unreasonably or materially interfere with Tenant's business, to enter the Existing Lease Premises to examine and inspect the same or by make such repairs, additions or on behalf of alterations as Landlord to fulfill its obligations may deem reasonably necessary or proper for the safety, improvement or preservation thereof. Landlord shall be reasonably diligent with respect to the completion, repair, or replacement of such Landlord’s Work or any other said work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The acts or omissions of Tenant and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of perform such work, except in case of emergency, at all times reasonably convenient to Tenant and otherwise in such a manner and to the extent practical so as expressly set forth not to unreasonably interfere with Tenant's use and occupancy of the Premises. Landlord shall at all times have the right at its reasonable election to make such alterations or changes in this Leaseother portions of the Building as it may from time to time deem necessary or desirable, provided that the same shall not materially adversely affect Tenant's use of the Premises as contemplated herein. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury any damage or damage that may result from any defect inconvenience thereby suffered by Tenant, unless due to Landlord's negligence.
(vi) To install in the construction lower level of the building vending machines of all kinds, and to provide mobile vending service therefor, and to receive all of the revenue derived therefrom.
(vii) To install, maintain, use, repair and replace all pipes, ducts, wires, motors, utility lines and other equipment which now or condition of hereafter may be required to serve the Landlord or any other tenant in the Building and which may be contained within or run through the Premises, nor for any damage that may result from interruption of provided the same does not unreasonably interfere with Tenant’s 's use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair or unreasonably and detrimentally affect the aesthetic appearance of the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 1 contract
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject Subject to the following limitationswaiver in Section 9.4, Landlord shallshall indemnify and hold harmless Tenant from claims, at its sole cost suits, actions, or liabilities for personal injury, death or for loss or damage to property that arises from (i) any activity work, or thing done, permitted, or suffered by Landlord, acting exclusively in his capacity as Landlord and expense (and without passing such expenses and costs on to Tenant not as Operating Expenses) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is caused by an act or omission employee of Tenant, Tenant’s in or about the Property (ii) the negligence or willful misconduct of Landlord, its employees, agents, or contractors or (in) any breach or default by Landlord in the performance of any obligation on Landlord's part to be performed under this Lease. This indemnity does not apply to claims, suits, actions or liabilities (x) to the extent they are caused by the negligent acts or omissions or willful misconduct of Tenant, its agents, employees, contractors or invitees, subtenants(y) to damage, claims, suits, actions or liabilities waived under Section 9.4, or (z) to the indemnity in Section 15.5. In the absence of comparative or concurrent negligence on the part of Tenant, its agents, their affiliates and subsidiaries, or their respective directors, employees or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord the foregoing indemnity shall also keep in good order and repair the Common Areas and the building systems serving the Premisesinclude reasonable costs, including without limitation, HVAC, electricalexpenses, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord attorney's fees incurred in connection with any indemnified claim or incurred by Tenant in successfully establishing the MAC Surviving Liabilities;
ii) right to indemnity. Landlord shall have the right to assume the defense of any claim subject to this indemnity with counsel reasonably satisfactory to Tenant. Tenant agrees to cooperate fully with Landlord and Landlord's counsel in any matter where Landlord elects to defend, provided Landlord shall promptly reimburse Tenant for reasonable costs and expenses incurred in connection with its duty to cooperate. The installationforegoing indemnity is conditioned upon Tenant providing prompt notice to Landlord of any claim or occurrence that is likely to give rise to a claim, use suit, action or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out liability that will fall within the scope of the Building or in and about the Premises;
iv) Tenant’s use or occupancy foregoing indemnity, along with sufficient details that will enable Landlord to make a reasonable investigation of the Premises in violation of Section 8 of this Lease or in claim. When the manner not contemplated claim is caused by the parties at the time of the execution of this Lease;
v) The acts joint negligence or omissions willful misconduct of Tenant and Tenant’s employeesLandlord, agents, invitees, subtenants, licensees or contractors;
vi) Fire Landlord's duty to indemnify and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There defend shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due proportionate to Landlord’s gross 's allocable share of joint negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 1 contract
LANDLORD. 12.2.1 Except Mortgagee-. The term "Landlord" as otherwise provided used in this Lease means the fee owner of the Building or. if different. the party holding and exercising the right. as against all others (except space tenants of the Building) to possession of the entire Building. Landlord above-named represents that it is the fee owner as of the date hereof. In the event of the voluntary or involuntary transfer of such ownership or right to a successor-in-interest of Landlord, Landlord shall be freed and relieved of all liability and obligation hereunder which shall thereafter accrue and Tenant shall look solely to such successor-in-interest for the performance of the covenants and obligations of the Landlord hereunder which shall thereafter accrue. The liability of Landlord and its successors-in-interest, under or with respect to this Lease, shall be strictly limited to and subject enforceable only out of its or their interest in the Buildings. and shall not be enforceable out of any other assets. No mortgagee or around lessor which shall succeed to the following limitations, interest of Landlord hereunder (either in terms of ownership or possessor rights) shall, at its sole cost and expense : (and without passing such expenses and costs on to Tenant as Operating Expensesi) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is caused by an be liable for any previous act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall a prior landlord; (ii) be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply subject to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease rental offsets or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
defenses against a prior landlord- (iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 be bound by any amendment of this Lease made without its written consent. or by payment by Tenant of rent in the manner advance in excess of one (1) month's rent; (iv) be liable for any security not contemplated actually received by the parties at the time it: or (v) be liable for an initial construction of the execution of this Lease;
v) The acts or omissions of Tenant Improvements to be made to the Demised Premises. Subject to the fore-foregoing,. the provisions hereof shall be binding upon and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease.
12.2.2 Landlord shall have no obligation inure to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant the benefit of the need for such repairs. There shall be no abatement successors and assigns of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 1 contract
LANDLORD. 12.2.1 Except as otherwise Provided such entry does not materially interfere with Tenant’s business operations, Landlord and Landlord’s agents shall have the right to enter the Premises at all reasonable times (upon at least five (5) days’ prior notice, provided that in the case of an emergency no prior notice shall be required) for purposes of (i) discharging any of Landlord’s obligations under this Lease; (ii) inspection to determine compliance with this Lease; (iii) showing the Premises to prospective tenants (only during the last nine (9) months of the Term), buyers, and subject lenders; (iv) exercising all other rights under this Lease; and (v) any other lawful purpose, including placing a “For Lease” sign in a conspicuous (but non-intrusive) place on the Premises within sixty (60) days prior to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair the structural components expiration of the roof, Term. Landlord shall have the foundation and other structural componentsright to enter the Premises without notice, and exterior portions to use any and all means to obtain entry to the Premises, in the event of exterior walls an emergency for which Landlord reasonably deems advance notice would not be practicable. No such entry to the Premises by Landlord shall cause (excluding wall coverings, painting, glass and doorsor be deemed to cause) an abatement of Rent or otherwise constitute forcible or unlawful entry into or detainer of the BuildingPremises or an eviction of Tenant from the Premises or any portion thereof; provided, however, if such damage is caused by an act or omission of Tenant, that Landlord shall use commercially reasonable efforts to minimize any interference with Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through access to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The acts or omissions of Tenant and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises. A representative of Tenant may be present during any entry by Landlord. If Landlord, nor for any damage that may result from interruption in the exercise of its entry rights, damages the Premises or Tenant’s use of personal property, then Landlord, at its sole cost, must promptly repair any such damage to the Premises during any repairs by Landlord, except for rental abatement or Tenant’s personal property to substantially the same condition as expressly provided under this Lease. Tenant waives any right to repair existed before the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise applydamage.
Appears in 1 contract
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on or as permitted to Tenant as be included in the Operating Expenses) keep in good order and Costs, repair damage to the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The acts or omissions of Tenant and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; andand Landlord’s Initials Tenant’s Initials
vii) Condemnation, except as provided in Section 15 of this Lease. Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work except as otherwise set forth in this Lease. Unless as due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord. Tenant waives any right to repair the Premises, the Building and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, work except as expressly otherwise set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 1 contract
LANDLORD. 12.2.1 Except as otherwise provided in this LeaseLandlord shall, and subject to the following limitationssentence, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair maintain -------- the structural components portions of the roof, the foundation and other structural componentsfoundation, and exterior load-bearing portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expenseImprovements. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
(i) Any any alteration or modification to the Building Improvements or to mechanical equipment within the Building Improvements performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
(ii) The the installation, use or operation of Tenant’s 's property, fixtures and equipment;
, (iii) The the moving of Tenant’s Property 's property in or out of the Building Improvements or in and about the Premises;
, (iv) Tenant’s 's use or occupancy of the Premises in violation of Section 8 10 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
, (v) The the acts or omissions of Tenant and Tenant’s Xxxxxx's employees, agents, invitees, subtenants, licensees or contractors;
, (vi) Fire fire and other casualty, except as provided by Section 13 12 of this Lease; and
Lease or (vii) Condemnationcondemnation, except as provided in Section 15 13 of this Lease.
12.2.2 . Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time 8.1 as soon as reasonably practicable after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant procure and maintain, at Tenant's expense, regularly scheduled preventive maintenance/service contracts for injury or damage that may result from any defect in (i) the construction or condition maintenance and repair of the Premisesfire detection and sprinkler system, nor for any damage that may result from interruption of Tenant’s use and (ii) the regular and routine maintenance and annual inspection of the Premises during any repairs by Landlord, except roof membrane. Tenant shall reimburse Landlord upon thirty (30) days written notice for rental abatement as expressly provided under this Leasethe reasonable cost thereof. Tenant waives any right to repair the Premises, the Building or the Common Area Premises at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 1 contract
Samples: Single Tenant Industrial Lease (Mohawk Industries Inc)
LANDLORD. 12.2.1 Except as otherwise provided Anything contained in this Lease, and subject Article 13.1 above to the following limitationscontrary notwithstanding, as items of Operating Expenses, Landlord shall, at its sole cost shall repair and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair maintain the structural components portions of the roofPremises, including the foundation and other structural componentsfoundations, and exterior portions of exterior walls (excluding wall coveringsexterior windows, paintingwhich shall be Tenant's responsibility) and roof structure and membrane, glass and doors) all HVAC equipment. Landlord shall not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the Building; provided, however, if such damage is caused by an act or omission need of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at or maintenance is given to Landlord by Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
(i) Any any alteration or modification to the Building Premises or to mechanical equipment within the Building Premises performed by, for or because of on behalf of, Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completionof, repairTenant, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
(ii) The the installation, use or operation of Tenant’s 's property, fixtures and equipment;
, (iii) The the moving of Tenant’s 's Property in or out of the Building or in and about the Premises;
, (iv) Tenant’s 's use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution Article 6 of this Lease;
, (v) The the negligent or wrongful acts or omissions of Tenant and Tenant’s or any employees, agents, customers, visitors, invitees, subtenantslicensees, licensees contractors, assignees or contractors;
subtenants of Tenant (individually, a "Tenant Party" and collectively, "Tenant's Parties"), (vi) Fire fire and other casualty, except as provided by Section 13 Article 21 of this Lease; and
Lease or (vii) Condemnationcondemnation, except as provided in Section 15 Article 22 of this Lease.
12.2.2 . Landlord shall have no obligation to make repairs under this Section 12.2 Article 13.2 until a commercially reasonable time after (a) Landlord first becomes aware of the need for such repairs, or (b) receipt of written notice from Tenant of the need for such repairs, whichever is earlier. There shall be no abatement of Rent during the performance of such work. Except for the initial Tenant Improvements and the E&L Improvements, if any, provided for in the Work Letter, Landlord shall have no obligation during the Term of this Lease to remodel, repair, improve, decorate or paint (except as expressly set forth in this Leasethe exterior walls) any part of the Premises or to clean, repair or replace carpeting or window coverings. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s 's use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or Premises and/or the Common Area at the expense of Landlord under any applicable governmental lawsApplicable Laws including without limitation Articles 1941 and 1942 of the California Civil Code, ordinances, statutes, orders or regulations now or hereafter except as set forth in effect which might otherwise applySection 25.3 hereof.
Appears in 1 contract
Samples: Lease (Xicor Inc)
LANDLORD. 12.2.1 Except as otherwise provided Anything contained in this Lease, and subject Section 13.1 above to the following limitationscontrary notwithstanding, as items of Operating Expenses, Landlord shall, at its sole cost shall repair and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair maintain the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, howeverincluding the foundations and roof structure. Landlord shall repair and maintain the basic plumbing, if such damage is caused elevators, life safety systems and other building systems, heating, ventilating, air conditioning and electrical systems installed or furnished by an act or omission of TenantLandlord, Tenant’s employees, agents, invitees, subtenants, or contractors, then and perform roof repair and maintenance to the Premises. Landlord shall not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall be at persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
(i) Any any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of on behalf of, Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completionof, repairTenant, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
(ii) The the installation, use or operation of Tenant’s property, fixtures and equipment;
, (iii) The the moving of Tenant’s Property property in or out of the Building or in and about the Premises;
, (iv) Tenant’s use or occupancy of the Premises in violation of Section 8 Article 6 of this Lease or in the a manner not contemplated by the parties at the time of the execution of this Lease;
, (v) The the acts or omissions of Tenant and Tenant’s or any employees, agents, customers, visitors, invitees, subtenantslicensees, licensees contractors, assignees or contractors;
subtenants of Tenant (individually, a “Tenant Party” and collectively, “Tenant’s Parties”), (vi) Fire fire and other casualty, except as provided by Section 13 Article 21 of this Lease; and
Lease or (vii) Condemnationcondemnation, except as provided in Section 15 Article 22 of this Lease.
12.2.2 . Landlord shall have no obligation to make repairs under this Section 12.2 13.2 until a commercially reasonable time after (a) Landlord first becomes aware of the need for such repairs, or (b) receipt of written notice from Tenant of the need for such repairs, whichever is earlier. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Except for the initial Landlord’s gross negligence Improvements, if any, provided for in the Landlord’s Work Letter, Landlord shall have no obligation during the Term of this Lease to remodel, repair, improve, decorate or willful misconductpaint any part of the Premises or to clean, repair or replace carpeting or window coverings. Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or and/or the Common Area at the expense of Landlord under any applicable governmental lawsApplicable Laws including without limitation Sections 1941 and 1942 of the California Civil Code. Notwithstanding the foregoing, ordinancesin the event that Tenant is prevented from using, statutesand does not use, orders all or regulations now any material portion of the Premises, solely due to (y) the interruption of essential utility services (which for the purposes hereof, shall mean only the following utility services: electricity service, HVAC service, elevator service and water service to restrooms) or hereafter (z) the denial of access to the Premises, and such interruption of essential utility services and/or denial of access to the Premises is caused solely by Landlord (as opposed to the action or inaction of any third party) (an “Abatement Event”), then Tenant shall give Landlord written notice of such Abatement Event, and if such Abatement Event continues for fifteen (15) consecutive business days after Landlord’s receipt of any such notice (and Landlord shall have received notice of each such occurrence from Tenant) (the “Eligibility Period”), then the Base Rent and Tenant’s Percentage Share of the Direct Expenses shall be abated or reduced, as the case may be, after expiration of the Eligibility Period for such time, and to the extent, that Tenant continues to be so prevented from (y) using all or any material portion of the Premises and (z) conducting its business activities, in effect the proportion that the rentable area of the portion of the Premises that Tenant is prevented from using, and does not use, bears to the total rentable area of the Premises. If, however, Tenant reoccupies any portion of the Premises during such period, the Rent allocable to such reoccupied portion, based on the portion that the rentable area of such reoccupied portion of the Premises bears to the total rentable area of the Premises, shall be payable by Tenant from the date Tenant reoccupies such portion of the Premises. Such right to xxxxx Base Rent and Tenant’s Percentage Share of the Direct Expenses shall be Tenant’s sole and exclusive remedy for rent abatement at law or in equity for an Abatement Event; provided, however, that if Landlord, has not cured such Abatement Event within one hundred twenty days (120) after receipt of notice from Tenant (described above), Tenant shall have the right to terminate this Lease during the first ten (10) business days immediately following the end of such one hundred twenty (120) day period by delivering written notice to Landlord within such ten (10) business day period (the “Abatement Event Termination Notice”), and such termination shall be effective as of a date set forth in such Abatement Event Termination Notice (the “Abatement Event Termination Date”), which might otherwise applyAbatement Event Termination Date shall not be less than thirty (30) business days and not more than three (3) calendar months following the delivery of the Abatement Event Termination Notice. Notwithstanding the foregoing, the parties hereby acknowledge and agree that (y) if the Premises or the Project (or any portion thereof) shall be damaged by fire or other casualty, the terms of Article 21 shall apply and control, and (z) if the Premises or the Project (or any portion thereof) shall be taken under power of eminent domain (or sold, transferred or conveyed in lieu thereof), the terms of Article 22 shall apply and control (and that, in either such case, Tenant shall have no rights under this provision).
Appears in 1 contract
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject to the following limitations, Landlord shallLandlord, at its sole cost and expense (and without passing such expenses and costs on to Tenant reimbursement as an Operating Expenses) Expense), shall keep in good order order, condition and repair the foundations of the Building, the structural components of the roofBuilding, subfloors, the foundation and other structural components, and exterior portions of the exterior walls (excluding wall coverings, painting, glass and doors) of the roof structures and membranes on the Building; provided, however, if such that any damage is thereto caused by an act the negligence or omission willful acts or omissions of Tenant or Tenant’s Agents, or by reason of the failure of Tenant to perform or comply with any terms, conditions or covenants in this Lease, or caused by any Alterations made by or for Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expenseexpense (except to the extent covered by insurance maintained by Landlord). As In addition, Landlord shall be responsible for maintaining the non-structural portions of the exterior walls (e.g., repainting) of the Building (excluding the interior finish surface thereof) and the outside landscaping of the Project in good condition and repair, the costs of which shall constitute an Operating Expense that under this Lease. Landlord, at Tenant’s sole cost and expense, shall be passed-through to Tenant as provided hereinenter into regularly scheduled maintenance/service contracts for servicing the elevators within the Building. Also at Tenant’s cost and expense, Landlord shall also keep enter into regularly scheduled preventive maintenance/service contracts with maintenance contractors acceptable to Landlord for servicing all hot water and heating and air conditioning (the “HVAC”) systems and equipment in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systemsPremises unless Landlord elects for Tenant to do so pursuant to Section 8(b) below. Notwithstanding the foregoing, Landlord shall not be required It is an express condition precedent to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf all obligations of Landlord to fulfill its obligations with respect to repair and maintain the completion, repair, or replacement of such Landlord’s Work or any other work performed by Building that Tenant shall have notified Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The acts or omissions of Tenant and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant writing of the need for any such repairsrepairs or maintenance. There shall be no abatement of Rent during the performance of such work, Landlord’s obligations under this Section 8(a) (except as expressly set forth provided in this LeaseSection 9(a) below). Unless due to Landlord’s gross negligence or willful misconductIn addition, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during the period that Landlord is performing the maintenance and repairs required hereunder (unless and to the extent such damage is caused by the gross negligence or willful misconduct of Landlord). Landlord shall use commercially reasonable efforts in the performance of its obligations pursuant to this Section 8(a) to minimize any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise applyinterference with Tenant’s normal business operations.
Appears in 1 contract
Samples: Lease Agreement (Cutera Inc)
LANDLORD. 12.2.1 Except as otherwise provided in this LeaseLandlord shall, and subject to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on repair damage to Tenant as Operating Expenses) keep in good order and repair the structural components portions of the roof, the foundation and other structural components, and exterior load-bearing portions of exterior walls (excluding drywall, wall coverings, painting, glass painting and doors) of the BuildingBuilding and the base Building utility and mechanical systems serving the Premises; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractorsany Tenant Party, then such repairs shall be at Tenant’s 's sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
(i) Any any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
(ii) The the installation, use or operation of Tenant’s 's property, fixtures and equipment;
, (iii) The the moving of Tenant’s Property 's property in or out of the Building or in and about the Premises;
, (iv) Tenant’s 's use or occupancy of the Premises in violation of Section 8 11 of this Lease or in the a manner not contemplated by the parties at the time of the execution of this Lease;
, (v) The the acts or omissions of Tenant and Tenant’s employeesor any Tenant Party, agents, invitees, subtenants, licensees or contractors;
(vi) Fire fire and other casualty, except as provided by Section 13 of this Lease; and
Lease or (vii) Condemnationcondemnation, except as provided in Section 15 14 of this Lease.
12.2.2 . Landlord shall have no obligation to make repairs under this Section 12.2 9.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work. Except for the initial improvements provided for in the Work Letter, Landlord shall have no obligation during the Term of this Lease to remodel, repair, improve, decorate or paint any part of the Premises or to clean, repair or replace carpeting or window coverings, except for normal vacuuming of the carpet as expressly set forth in this Leasepart of the janitorial services provided herein. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s 's use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise applyApplicable Laws including without limitation Sections 1941 and 1942 of the California Civil Code.
Appears in 1 contract
Samples: Office Lease (Ipayment Inc)
LANDLORD. 12.2.1 Except as otherwise provided Anything contained in this Lease, and subject Article 13.1 above to the following limitationscontrary notwithstanding, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on to Tenant as items of Operating Expenses) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order repair and repair maintain the Common Areas and the building systems serving structural portions of the Premises, including without limitation, HVAC, electrical, the foundations and plumbing systemsroof structure and shall contract for the washing of the external surfaces of windows in the Premises no less than once every ninety (90) days (provided that Tenant is not in Default). Notwithstanding Landlord shall not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the foregoing, need of such repairs or maintenance is given to Landlord by Tenant. Landlord shall not be required to make any repair resulting from any of the following conditions:
(i) Any any alteration or modification to the Building Premises or to mechanical equipment within the Building Premises performed by, for or because of on behalf of, Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completionof, repairTenant, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
(ii) The the installation, use or operation of Tenant’s property, fixtures and equipment;
, (iii) The the moving of Tenant’s Property property in or out of the Building or in and about the Premises;
, (iv) Tenant’s use or occupancy of the Premises in violation of Section 8 Article 6 of this Lease or in the a manner not contemplated by the parties at the time of the execution of this Lease;
, (v) The the acts or omissions of Tenant and Tenant’s or any employees, agents, customers, visitors, invitees, subtenantslicensees, licensees contractors, assignees or contractors;
subtenants of Tenant (individually, a “Tenant Party” and collectively, “Tenant’s Parties”), (vi) Fire fire and other casualty, except as provided by Section 13 Article 21 of this Lease; and
Lease or (vii) Condemnationcondemnation, except as provided in Section 15 Article 22 of this Lease.
12.2.2 . Landlord shall have no obligation to make repairs under this Section 12.2 Article 13.2 until a commercially reasonable time after (a) Landlord first becomes aware of the need for such repairs, or (b) receipt of written notice from Tenant of the need for such repairs, whichever is earlier. There shall be no abatement of Rent during the performance of such work. Landlord shall have no obligation during the Lease Term to remodel, except as expressly set forth in this Leaserepair, improve, decorate or paint any part of the Premises or to clean, repair or replace carpeting or window coverings. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or Premises and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise applyApplicable Laws including without limitation Articles 1941 and 1942 of the California Civil Code.
Appears in 1 contract
Samples: Lease Agreement (Macrovision Corp)
LANDLORD. 12.2.1 Except as otherwise provided Anything contained in this Lease, and subject Section 13.1 above to the following limitationscontrary notwithstanding, as items of Operating Expenses, Landlord shallshall repair and maintain the exterior and structural parts of the Building including without limitation the foundations, at its sole cost structural loadbearing columns and expense (walls of the Building, the roof, roof structure, roof membranes and without passing such expenses exterior walls; the utility pipes, wiring and costs on conduits to Tenant as Operating Expenses) keep their point of connection to the Premises; the sidewalks; and the structural or capital aspects of the parking area so that all of the foregoing are kept in good order and repair repair. To the structural components extent any of the roofforegoing are capital improvements or capital assets, the foundation and other structural componentssame shall be subject to the limitations set forth in Section 4.1 (a)(ii)(B)(f). Landlord shall have the right, and exterior portions upon at least thirty (30) days prior written notice to Tenant, to cause to be performed or provided, as the case may be, as an Operating Expense, any of exterior walls (excluding wall coverings, painting, glass and doors) Tenant’s obligations set forth in Section 13.1 above. Landlord shall not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall persist for an unreasonable time after written notice of the Building; provided, however, if such damage is caused by an act or omission need of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at or maintenance is given to Landlord by Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
(i) Any any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of on behalf of, Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completionof, repairTenant, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
(ii) The the installation, use or operation of Tenant’s property, fixtures and equipment;
, (iii) The the moving of Tenant’s Property property in or out of the Building or in and about the Premises;
, (iv) Tenant’s use or occupancy of the Premises in violation of Section 8 6 of this Lease or in the a manner not contemplated by the parties at the time of the execution of this Lease;
, (v) The the acts or omissions of Tenant and Tenant’s or any employees, agents, customers, visitors, invitees, subtenantslicensees, licensees contractors, assignees or contractors;
subtenants of Tenant (individually, a “Tenant Party” and collectively, “Tenant’s Parties”), (vi) Fire fire and other casualty, except as provided by Section 13 21 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.Lease or
Appears in 1 contract
Samples: Lease Agreement (Hansen Medical Inc)
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is extent caused by an act the negligence of Tenant or omission of Tenant’s Indemnitees, (as defined below), neither Tenant nor Tenant’s employees, agents, inviteesor contractors (collectively “Tenant Indemnitee”) shall be liable for and Landlord shall indemnify and save harmless Tenant and each Tenants Indemnitee from and against any and all liabilities, subtenantsdamages, claims, suits, costs (including costs of suit, attorneys’ fees and costs of investigation) and actions of any kind, foreseen or unforeseen, arising or alleged to arise by reason of injury to or death of any person or damage to or loss of property, occurring on, in, or contractorsabout the Common Areas, then such repairs or by reason of any other claim whatsoever of any person or party, occasioned, directly or indirectly, wholly or partly: (a) by any act or omission on the part of Landlord or its employees, agents or contractors (collectively, “Landlord Representative”); or (b) by any breach, violation or non-performance of any covenant of Landlord under this Lease. If any action or proceeding shall be brought by or against Tenant or any Tenant Indemnitee in connection with any such liability, claim, suit, cost, injury, death or damage, Landlord, on notice from Tenant or any Tenant Indemnitee, shall defend such action or proceeding, at TenantLandlord’s sole expense. As an Operating Expense that shall be passed-, by or through attorneys reasonably satisfactory to Tenant as provided herein, Landlord or the Tenant Indemnitee. The provisions of this Section shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf all activities of Landlord to fulfill its obligations or any Landlord Representative with respect to the completionCommon Areas, repair, whether occurring before or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the after execution of this Lease;
v) The . Landlord’s obligations under this Section shall not be limited to the coverage of insurance maintained or required to be maintained by Landlord under this Lease. In no event shall Tenant or any Tenant Indemnitee be liable in any manner to Landlord or any Landlord Representative as the result of the acts or omissions of Tenant Landlord or a Landlord Representative and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Leaseall liability therefore shall rest with Landlord.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 1 contract
Samples: Lease Agreement (Gaia, Inc.)
LANDLORD. 12.2.1 Except as otherwise provided in this LeaseLandlord shall, and subject to the following limitationssentence, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair maintain -------- the structural components portions of the roof, the foundation and other structural componentsfoundation, and exterior load-bearing portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expenseImprovements. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
(i) Any any alteration or modification to the Building Improvements or to mechanical equipment within the Building Improvements performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
(ii) The the installation, use or operation of Tenant’s 's property, fixtures and equipment;
, (iii) The the moving of Tenant’s Property 's property in or out of the Building Improvements or in and about the Premises;
, (iv) Tenant’s 's use or occupancy of the Premises in violation of Section 8 l0 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
, (v) The the acts or omissions of Tenant and Tenant’s Xxxxxx's employees, agents, invitees, subtenants, licensees or contractors;
, (vi) Fire fire and other casualty, except as provided by Section 13 12 of this Lease; and
Lease or (vii) Condemnationcondemnation, except as provided in Section 15 13 of this Lease.
12.2.2 . Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time 8.1 as soon as reasonably practicable after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant procure and maintain, at Tenant's expense, regularly scheduled preventive maintenance/service contracts for injury or damage that may result from any defect in (i) the construction or condition maintenance and repair of the Premisesfire detection and sprinkler system, nor for any damage that may result from interruption of Tenant’s use and (ii) the regular and routine maintenance and annual inspection of the Premises during any repairs by Landlord, except roof membrane. Tenant shall reimburse Landlord upon thirty (30) days written notice for rental abatement as expressly provided under this Leasethe reasonable cost thereof. Tenant waives any right to repair the Premises, the Building or the Common Area Premises at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 1 contract
Samples: Single Tenant Industrial Lease (Mohawk Industries Inc)
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject to the following limitations, Landlord shallLandlord, at its sole cost and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) expense, shall keep in good order order, condition and repair the foundations of the Building, the structural components of the roofBuilding, the foundation and other structural componentsexterior walls of the Building (excluding the interior finish surface thereof), and exterior portions of exterior walls (excluding wall coverings, painting, glass the roof structures and doors) of membranes on the Building; provided, however, if such that any damage is thereto caused by an act the gross negligence or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The willful acts or omissions of Tenant and or Tenant’s employees's Agents, agentsor by reason of the failure of Tenant to perform or comply with any terms, invitees, subtenants, licensees conditions or contractors;
vi) Fire and other casualty, except as provided by Section 13 of covenants in this Lease; and
vii) Condemnation, except as provided or caused by any Alterations made by or for Tenant, shall be at Tenant's sole expense. In addition, Landlord shall be responsible for maintaining the outside landscaping of the Project in Section 15 good condition and repair, the cost of which shall constitute an Operating Expense under this Lease.
12.2.2 . Landlord shall have no obligation enter into regularly scheduled maintenance/service contracts for servicing the elevators within the Building, unless Landlord elects for Tenant to make repairs do so pursuant to Paragraph 8(b) below, the cost of which shall constitute an Operating Expense under this Section 12.2 until a commercially reasonable time after receipt Lease. Also, Landlord shall enter into regularly scheduled preventive maintenance/service contracts with maintenance contractors acceptable to Landlord for servicing all hot water and heating and air conditioning (the "HVAC") systems and equipment in the Premises, the cost of written notice from which shall constitute an Operating Expense under this Lease. It is an express condition precedent to all obligations of Landlord to repair and maintain the Building that Tenant shall have notified Landlord in writing of the need for any such repairsrepairs or maintenance. There shall be no abatement of Rent during the performance of such workLandlord's obligations under this Paragraph 8(a), except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, nor shall Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s 's use of the Premises during the period that Landlord is performing the maintenance and repairs required hereunder; provided, however Landlord shall use commercially reasonable efforts in the performance of its obligations pursuant to this Paragraph 8(a) to minimize any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise applyinterference with Tenant's normal business operations.
Appears in 1 contract
LANDLORD. 12.2.1 Except as otherwise provided Landlord shall maintain in this Lease, good repair and subject to the following limitations, Landlord shall, condition at its sole cost and expense expense: (I) the Building’s foundation and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) soundness of the Building’s roof and floor, and the Building’s exterior walls and doors (excluding the interior surface of the exterior walls); (ii) the downspouts and gutters, (iii) water, sewer and gas lines and electrical services up to the point of entry into the Building; (iv) all of the other improvements on the Land including the sidewalk(s), (v) Building fire/life safety and sprinkler; and (vi) the Premises’ ADA compliance (collectively, the “Landlord Repairs”). Further, Landlord shall make all repairs and restorations made necessary by fire or other peril covered by the standard extended coverage endorsement on fire insurance policies; provided, however, if such that Tenant shall reimburse Landlord upon demand for the cost of repairing any damage is to the Premises caused by an the gross negligence or the deliberate act or omission of Tenant, Tenant’s its employees, agents, agents or invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, If Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required fails to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed byLandlord Repairs, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The acts or omissions of Tenant and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease.
12.2.2 Landlord shall have no obligation to may make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area them at the expense of Landlord under any and Tenant may deduct such expenses from the payment of Rent. Landlord warrants the Premises are in compliance with all applicable governmental building codes, local, city, state and federal regulations, laws, ordinances, statutes, orders or regulations now or hereafter and ordinances in effect at the commencement of the Lease. Tenant shall promptly give Landlord notice of any repair required by Landlord pursuant to this Section 6, after which might otherwise applyLandlord shall perform the reported repairs within 10 business days or sooner if the reported damage requiring repair compromises the safety of Tenant, its employees or customers, or Tenant’s property within the Premises.
Appears in 1 contract
Samples: Lease Agreement (SCP Pool Corp)
LANDLORD. 12.2.1 Except acknowledges and agrees that in order for Tenant to meet its obligations under this Sublease, Tenant must, in reliance upon its rights under this Sublease: (a) make a substantial investment in designing, permitting, developing, constructing and fixturing the Improvements, (b) make a substantial investment in hiring and training employees whose jobs are located at the Property, (c) make a substantial investment in marketing, developing and operating its business at the Property; and (d) forego other opportunities for a store location within the market area; and Landlord further acknowledges and agrees that if Landlord terminates this Sublease pursuant to this Paragraph 17.05, Tenant will: (w) lose the benefit of its substantial investment in and to the Property; (x) incur significant expense due to relocating employees and other employee matters; (y) lose the benefit of its investment in marketing, developing and operating its business from the Property; and (z) will suffer loss in profits during the time Tenant is unable operate within the market area. Therefore, Landlord acknowledges and agrees that Landlord’s right to terminate this Sublease (and the termination of this Sublease) as otherwise provided set forth herein is expressly and strictly conditioned upon the following (the “Conditions Precedent”):
(i) Landlord shall not use or permit any use of the Property for the operation of a grocery supermarket on the USF Campus for a period of time commencing upon the Termination Date and ending on the date that is ten (10) years thereafter. Subject to the actual termination of this Sublease pursuant to Landlord's exercise of its rights under this Paragraph 17.05, this subparagraph (i) shall survive and be enforceable after such termination by Landlord.
(ii) Landlord paying to Tenant, at least one (1) year prior to the Termination Date, an amount equal to the unamortized balance of Tenant’s cost of its leasehold Improvements (together with all costs associated with the Improvements, including, but not limited to, the cost of all designs, plans, site work, alterations, changes, repairs, permitting fees, and impact fees). Such unamortized costs shall be determined as of the Termination Date and shall be computed using a fifty (50) year straight-line amortization period. The fifty (50) year amortization period shall be deemed to begin as of the Commencement Date of this Sublease or the date such Improvements were placed into service if such date is after the Commencement Date. In the event of a dispute between the parties relating to the termination payment, such dispute shall be referred to the dispute resolution process set forth in this LeaseSublease.
(iii) Landlord paying to Tenant, at least one (1) year prior to the Termination Date, an amount equal to the value of Tenant’s remaining leasehold interest in the Land, if the Sublease had remained in effect for the duration of the Term, including all available Term Extensions. Tenant’s remaining leasehold interest in the Land shall be determined by an appraiser reasonably acceptable to Landlord and Tenant. If Landlord and Tenant are not able to agree on an appraiser, then each shall appoint an appraiser, and subject to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair value of Tenant’s remaining leasehold interest shall be the structural components average of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Buildingtwo appraisals; provided, however, if such damage is caused the two appraisals vary by an act or omission of Tenantmore than ten percent (10%), Tenant’s employeesthe two appraisers shall appoint a third appraiser, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation value of Tenant’s propertyremaining leasehold interest shall be the average of the two closest values of the three appraisals.
(iv) Landlord paying to Tenant, fixtures at least one (1) year prior to the Termination Date, a termination payment to cover the expense relocating employees, moving Tenant’s inventory, writing off equipment, and Tenant’s loss of sales, marketing and goodwill at the Property, the amount of one million dollars ($1,000,000)(the “Termination Payment”). Landlord and Tenant acknowledge and agree that Tenant’s damages and expenses resulting from relocating employees, moving Tenant’s inventory, writing off equipment;, and Tenant’s loss of sales, marketing and goodwill at the Property will be difficult, if not impossible to accurately determine, and agree that the Termination Payment shall constitute agreed upon liquidated damages as to those items.
iii(v) The moving Landlord paying to Tenant, at least one (1) year prior to the Termination Date, the aggregate amount of Tenant’s Property in or out estimated lost net profit for five (5) years, determined by multiplying the average annual net profit of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of business from the Premises for the five (5) full Lease Years immediately preceding the date Tenant receives Landlord’s written notice of its election to terminate this Sublease, by five (5) years ((sum of annual net profit for 5 immediately preceding full Lease Years ÷ 5) × 5 years = lost profit payment). Landlord and Tenant acknowledge and agree that Tenant’s lost profits for future sales at the Property will be difficult, if not impossible to accurately determine, and agree that the lost profit payment described in violation this paragraph shall constitute agreed upon liquidated damages as to such lost profits. In the event of Section 8 of this Lease or in the manner not contemplated by a dispute between the parties at relating to the time amount of the execution of this Lease;
vTenant's estimate lost net profit for five (5) The acts or omissions of Tenant and Tenant’s employeesyears, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There dispute shall be no abatement of Rent during referred to the performance of such work, except as expressly dispute resolution process set forth in this Lease. Unless due Sublease.
(b) Upon the failure of Landlord to satisfy each and all of the Conditions Precedent, provided that such failure with respect to any Condition Precedent is subject to dispute resolution hereunder, Landlord’s gross negligence or willful misconductnotice of termination shall be null and void, Landlord and this Sublease shall not be liable to Tenant remain in full force and effect for injury or damage that may result from any defect in the construction or condition remainder of the Premises, nor for Term. If Landlord has satisfied any damage that may result from interruption of Tenant’s use of the Premises during any repairs by LandlordConditions Precedent set forth in (ii), except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair (iii), (iv) or (v) above, requiring the Premisespayment of money, then upon the Building or the Common Area at the expense failure of Landlord under to satisfy all of the Conditions Precedent and expiration of Landlord’s termination notice, Tenant shall return any applicable governmental laws, ordinances, statutes, orders such payment made by Landlord on or regulations now or hereafter in effect which might otherwise applybefore the date that is thirty (30) days after the date that would have been the Termination Date.
Appears in 1 contract
Samples: Ground Sublease Agreement
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on expense, repair damage to Tenant as Operating Expenses) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The acts or omissions of Tenant and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease. Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work. Unless as due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord. Tenant waives any right to repair the Premises, the Building and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.. Landlord’s Initials /s/ [ILLEGIBLE] Tenant’s Initials /s/ BD, /s/ BL
Appears in 1 contract
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject to the following limitations, Landlord shallLandlord, at its sole cost and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) expense, shall keep in good order order, condition -------- and repair the foundations of the Buildings, the concrete subfloors and structural components of the roofBuildings, the foundation and other structural componentsexterior or bearing walls of the Buildings (excluding the interior finish surface thereof), and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Buildingroof structures on the Buildings; provided, however, if such that any damage is thereto caused by an act the gross negligence or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The willful acts or omissions of Tenant and or Tenant’s employees's Agents, agentsor by reason of the failure of Tenant to perform or comply with any terms, invitees, subtenants, licensees conditions or contractors;
vi) Fire and other casualty, except as provided by Section 13 of covenants in this Lease; and
vii) Condemnation, except as provided or caused by any Alterations made by or for Tenant, shall be at Tenant's sole expense. In addition, Landlord shall be responsible for maintaining the roof membranes of the Buildings and the outside landscaping of the Project in Section 15 good condition and repair, the cost of which shall constitute an Operating Expense under this Lease.
12.2.2 . Landlord, at Tenant's sole cost and expense, shall enter into regularly scheduled maintenance/service contracts for servicing the elevators within the Buildings unless Landlord elects for Tenant to do so pursuant to Paragraph 8.B below. Also at Tenant's cost and expense, Landlord shall enter into regularly scheduled preventive maintenance/service contracts with maintenance contractors acceptable to Landlord for servicing all hot water and heating and air conditioning (the "HVAC") systems and equipment in the Premises. It is an express condition precedent to all obligations of Landlord to repair and maintain the Buildings that Tenant shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant notified Landlord in writing of the need for any such repairsrepairs or maintenance. There shall be no abatement of Rent during the performance of such workLandlord's obligations under this Paragraph 8.A., except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, nor shall Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s 's use of the Premises during the period that Landlord is performing the maintenance and repairs required hereunder; provided, however Landlord shall use commercially reasonable efforts in the performance of its obligations pursuant to this Paragraph 8.A. to minimize any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise applyinterference with Tenant's normal business operations.
Appears in 1 contract
Samples: Lease (Snowball Com Inc)
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;Work; DOCSSB/108279v20/100382-1006
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The acts or omissions of Tenant and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease. Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for an abatement of rent as and to the extent expressly provided in this Lease and any obligation of Landlord to maintain and repair such defect or condition. Tenant waives any right to repair the Premises, the Building and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 1 contract
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is extent caused by an act the negligence of Tenant or omission of Tenantany Tenant Indemnitee (as defined below), neither Tenant nor Tenant’s members, affiliates, employees, agents, inviteesor contractors (each, subtenantsa “Tenant Indemnitee”) shall be liable for and Landlord shall indemnify and save harmless Tenant and each Tenants Indemnitee from and against any and all liabilities, damages, claims, suits, costs (including costs of suit, reasonable attorneys’ fees and costs of investigation) and actions of any kind, foreseen or unforeseen, arising or alleged to arise by reason of injury to or death of any person or damage to or loss of property, occurring on, in, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving about the Premises, including without limitationor by reason of any other claim whatsoever of any person or party, HVACoccasioned, electricaldirectly or indirectly, and plumbing systemswholly or partly: (a) by any act or omission on the part of Landlord or any shareholder, officer, director, member, manager, partner, employee, agent, contractor, licensee, assignee or invitee of Landlord (each, a “Landlord Representative”); or (b) by any breach, violation or non-performance of any covenant of Landlord under this Lease. Notwithstanding the foregoing, Landlord If any action or proceeding shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration brought by or modification to the Building or to mechanical equipment within the Building performed by, for or because of against Tenant or any Tenant Indemnitee in connection with any such liability, claim, suit, cost, injury, death or damage, Landlord, on notice from Tenant or any Tenant Indemnitee, shall defend such action or proceeding, at Landlord’s expense, by or through attorneys reasonably satisfactory to special equipment Tenant or systems installed by, for or because the Tenant Indemnitee. The provisions of Tenant, provided that this clause i) Section shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf all activities of Landlord to fulfill its obligations or any Landlord Representative with respect to the completionPremises, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures occurring from and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the after execution of this Lease;
v. Subject to Section 7(c) The of this Lease, Landlord’s obligations under this Section shall not be limited to the coverage of insurance maintained or required to be maintained by Landlord under this Lease. In no event shall Tenant or any Tenant Indemnitee be liable in any manner to Landlord or any Landlord Representative as the result of the acts or omissions of Tenant Landlord or a Landlord Representative and Tenantall liability therefore shall rest with Landlord. Landlord’s employees, agents, invitees, subtenants, licensees indemnification obligations pursuant to this Section shall survive the expiration or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 earlier termination of this Lease.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 1 contract
Samples: Master Lease Agreement (Gaia, Inc)
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on expense, repair damage to Tenant as Operating Expenses) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;; Landlord’s Initials Tenant’s Initials
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The acts or omissions of Tenant and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease. Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work. Unless as due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord. Tenant waives any right to repair the Premises, the Building and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 1 contract
LANDLORD. 12.2.1 Except as otherwise provided in this Lease, and subject to the following limitations, Landlord shall, at its sole cost and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls 32730.018 - 276230.10 4836-3652-8809v15/100382-1012 (excluding wall coverings, painting, glass and doors) of the Building; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractors, then such repairs shall be at Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
i) Any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
ii) The installation, use or operation of Tenant’s property, fixtures and equipment;
iii) The moving of Tenant’s Property in or out of the Building or in and about the Premises;
iv) Tenant’s use or occupancy of the Premises in violation of Section 8 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
v) The acts or omissions of Tenant and Tenant’s employees, agents, invitees, subtenants, licensees or contractors;
vi) Fire and other casualty, except as provided by Section 13 of this Lease; and
vii) Condemnation, except as provided in Section 15 of this Lease.
12.2.2 Landlord shall have no obligation to make repairs under this Section 12.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.
Appears in 1 contract
Samples: Industrial Lease (Appfolio Inc)
LANDLORD. 12.2.1 Except as otherwise provided Landlord shall: (a) at Landlord's sole cost and expense (without reimbursement from Tenant or inclusion in this LeaseOperating Expenses unless specified in Section 6.2), and subject to the following limitations, Landlord shallrepair or replace the roof and roof membrane (including roof structure, at its sole cost integrity, impermeability and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair the structural components of the roofmoisture protection), the foundation and other structural components, and exterior portions of load-bearing portions of exterior walls (excluding drywall, wall coverings, painting, glass and doors) of the Building, and any other structural components of the Building, and, (b) as a reimbursable Operating Expense as heretofore defined and limited, to replace components of material building systems, including but not limited to compressors and any other repairs and replacements that are not covered by the service or maintenance contracts listed on Exhibit F; (c) as a reimbursable Operating Expense as heretofore defined and limited, maintain the Common Areas in good condition and state of repair; provided, however, if such damage is caused by an act or omission of Tenant, Tenant’s employees, agents, invitees, subtenants, or contractorsany Tenant Party, then such repairs shall be at Tenant’s 's sole expense. As an Operating Expense that shall be passed-through With respect to Tenant as provided hereinphrase (b), Landlord shall also keep in good order and repair confirms that it will replace material components at any time that the costs of repairing any such item during the next rolling 12 month period are reasonably projected to exceed the cost of replacing that item. With respect to phrase (c), Landlord confirms that its responsibilities for the Common Areas and the building systems serving the Premisesinclude, including without limitation, HVACthe duties to maintain all landscaping, electricalto sweep and to remove snow and ice from all driveways and parking areas, and plumbing systemsto stripe, repave and otherwise maintain such areas in good condition and repair throughout the Term. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
(i) Any any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completion, repair, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
(ii) The the installation, use or operation of Tenant’s 's property, fixtures and equipment;
, (iii) The the moving of Tenant’s Property 's property in or out of the Building or in and about the Premises;
, (iv) Tenant’s 's use or occupancy of the Premises in violation of Section 8 11 of this Lease or in the manner not contemplated by the parties at the time of the execution of this Lease;
, (v) The the acts or omissions of Tenant and Tenant’s employeesor any Tenant Party, agents, invitees, subtenants, licensees or contractors;
(vi) Fire fire and other casualty, except as provided by Section 13 of this Lease; and
Lease or (vii) Condemnationcondemnation, except as provided in Section 15 14 of this Lease.
12.2.2 . Landlord shall have no obligation to make repairs under this Section 12.2 9.2 until a commercially reasonable time after receipt of written notice from Tenant of the need for such repairs, but Landlord shall promptly make such repairs as are the responsibility of Landlord under this Lease after Xxxxxxxx's learning of the need for such repairs and, in any case, within no more than 45 days after receipt of Tenant's notice. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s 's use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building Landlord unless caused by Landlord or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders Xxxxxxxx's Party's gross negligence or regulations now or hereafter in effect which might otherwise applywillful misconduct.
Appears in 1 contract
Samples: Multi Tenant Industrial Triple Net Lease (Standard Register Co)
LANDLORD. 12.2.1 Except as otherwise provided Anything contained in this Lease, and subject Section 13.1 above to the following limitationscontrary notwithstanding, as items of Operating Expenses, Landlord shall, at its sole cost shall repair and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair maintain the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, howeverincluding the foundations and roof structure. Landlord shall repair and maintain the basic plumbing, if such damage is caused elevators, life safety systems and other building systems, heating, ventilating, air conditioning and electrical systems installed or furnished by an act or omission of TenantLandlord, Tenant’s employees, agents, invitees, subtenants, or contractors, then and perform roof repair and maintenance to the Premises. Landlord shall not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall be at persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
(i) Any any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of on behalf of, Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completionof, repairTenant, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
(ii) The the installation, use or operation of Tenant’s 's property, fixtures and equipment;
, (iii) The the moving of Tenant’s Property 's property in or out of the Building or in and about the Premises;
, (iv) Tenant’s 's use or occupancy of the Premises in violation of Section 8 6 of this Lease or in the a manner not contemplated by the parties at the time of the execution of this Lease;
, (v) The the acts or omissions of Tenant and Tenant’s or any employees, agents, customers, visitors, invitees, subtenantslicensees, licensees contractors, assignees or contractors;
subtenants of Tenant (individually, a "Tenant Party" and collectively, "Tenant's Parties"), (vi) Fire fire and other casualty, except as provided by Section 13 21 of this Lease; and
Lease or (vii) Condemnationcondemnation, except as provided in Section 15 22 of this Lease.
12.2.2 . Landlord shall have no obligation to make repairs under this Section 12.2 13.2 until a commercially reasonable time after (a) Landlord first becomes aware of the need for such repairs, or (b) receipt of written notice from Tenant of the need for such repairs. There shall be no abatement of Rent during the performance of such work, except as expressly set forth in this Lease. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise apply.such
Appears in 1 contract
LANDLORD. 12.2.1 Except as otherwise provided Anything contained in this Lease, and subject Section 13.1 above to the following limitationscontrary notwithstanding, as items of Operating Expenses, Landlord shall, at its sole cost shall repair and expense (and without passing such expenses and costs on to Tenant as Operating Expenses) keep in good order and repair maintain the structural components of the roof, the foundation and other structural components, and exterior portions of exterior walls (excluding wall coverings, painting, glass and doors) of the Building; provided, howeverincluding the foundations and roof structure. Landlord shall repair and maintain the basic plumbing, if such damage is caused elevators, life safety systems and other building systems, heating, ventilating, air conditioning and electrical systems installed or furnished by an act or omission of TenantLandlord, Tenant’s employees, agents, invitees, subtenants, or contractors, then and perform roof repair and maintenance to the Premises. Landlord shall not be liable for any failure to make any such repairs or to perform any maintenance unless such failure shall be at persist for an unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant’s sole expense. As an Operating Expense that shall be passed-through to Tenant as provided herein, Landlord shall also keep in good order and repair the Common Areas and the building systems serving the Premises, including without limitation, HVAC, electrical, and plumbing systems. Notwithstanding the foregoing, Landlord shall not be required to make any repair resulting from any of the following conditions:
(i) Any any alteration or modification to the Building or to mechanical equipment within the Building performed by, for or because of on behalf of, Tenant or to special equipment or systems installed by, for or because of Tenant, provided that this clause i) shall not apply to any of the Landlord’s Work performed by Existing Landlord under the Existing Lease or by or on behalf of Landlord to fulfill its obligations with respect to the completionof, repairTenant, or replacement of such Landlord’s Work or any other work performed by Landlord in connection with the MAC Surviving Liabilities;
(ii) The the installation, use or operation of Tenant’s 's property, fixtures and equipment;
, (iii) The the moving of Tenant’s Property 's property in or out of the Building or in and about the Premises;
, (iv) Tenant’s 's use or occupancy of the Premises in violation of Section 8 6 of this Lease or in the a manner not contemplated by the parties at the time of the execution of this Lease;
, (v) The the acts or omissions of Tenant and Tenant’s or any employees, agents, customers, visitors, invitees, subtenantslicensees, licensees contractors, assignees or contractors;
subtenants of Tenant (individually, a "Tenant Party" and collectively, "Tenant's Parties"), (vi) Fire fire and other casualty, except as provided by Section 13 21 of this Lease; and
Lease or (vii) Condemnationcondemnation, except as provided in Section 15 22 of this Lease.
12.2.2 . Landlord shall have no obligation to make repairs under this Section 12.2 13.2 until a commercially reasonable time after (a) Landlord first becomes aware of the need for such repairs, or (b) receipt of written notice from Tenant of the need for such repairs, whichever is earlier. There shall be no abatement of Rent during the performance of such work. Except for the initial Tenant Improvements, except as expressly set forth if any, provided for in the Work Letter, Landlord shall have no obligation during the Term of this LeaseLease to remodel, repair, improve, decorate or paint any part of the Premises or to clean, repair or replace carpeting or window coverings. Unless due to Landlord’s gross negligence or willful misconduct, Landlord shall not be liable to Tenant for injury or damage that may result from any defect in the construction or condition of the Premises, nor for any damage that may result from interruption of Tenant’s 's use of the Premises during any repairs by Landlord, except for rental abatement as expressly provided under this Lease. Tenant waives any right to repair the Premises, the Building or and/or the Common Area at the expense of Landlord under any applicable governmental laws, ordinances, statutes, orders or regulations now or hereafter in effect which might otherwise applyApplicable Laws including without limitation Sections 1941 and 1942 of the California Civil Code.
Appears in 1 contract
Samples: Office Lease (Rimini Street, Inc.)
