LAWS AND ORDINANCES. Licensee shall keep the Licensed Premises free from any toxic or hazardous wastes. For purposes of this paragraph, toxic or hazardous waste or materials includes without limitation any flammable explosives, radioactive materials, hazardous materials, hazardous wastes, hazardous or toxic substances or related materials defined in the regulations adopted and publications promulgated pursuant thereto or any other Federal, State or local environmental laws, ordinances, rules or regulations. In the event toxic and/or hazardous wastes are found within the Licensed Premises or surrounding grounds, due to the actions or inactions of Licensee, then Licensee shall bear the full cost of all work necessary to clean up and remove said wastes as well as any and all consequential or incidental damages arising as a result thereof. In the event that Licensee fails to make such payment and Town is forced to incur any cost with respect to such removal, then said cost shall be reimbursed to Town by Licensee and if Town is forced to commence litigation to collect said payment, and Licensee further agrees to reimburse Town its reasonable attorney’s fees, court costs and disbursements. These representations shall survive termination or expiration of this Agreement. Licensee, at its own cost and expense, shall comply with all Federal, State, Suffolk County, Town and Village laws, ordinances and regulations of a governmental and shall procure at its own expense all permits, licenses or other approvals necessary for the performance of this License. Licensee agrees not to use, nor suffer or permit any person to use in any manner whatsoever, the said Described Premises or any part thereof or for any illegal purpose or for any purpose in violation of any Federal, State, County or municipal law, ordinance, rule or regulation of the Town now in effect or hereafter enacted or adopted, and will protect, indemnify and forever save and keep harmless the Town and the individual members thereof and their agents, from and against any damage, penalty, fine, judgment, expense or charge suffered, imposed, assessed or incurred for any violation or breach of any law, ordinance, rule, order or regulation occasioned by any act, neglect or omission of Licensee, or any employees, person or occupant; and in the event of any violation, the Town shall have the right and power and is hereby authorized by Licensee so to do, to at once declare Licensee in default, in accordance with this Agreement.
Appears in 2 contracts
Samples: License Agreement, License Agreement
LAWS AND ORDINANCES. Licensee (a) Tenant shall keep not do, and shall not permit to be done any act or thing in or upon the Licensed Premises free from demised premises or the Shopping Center which will invalidate or be in conflict with the Certificate of Occupancy for the demised premises or violate any toxic or hazardous wastes. For purposes of this paragraph, toxic or hazardous waste or materials includes without limitation any flammable explosives, radioactive materials, hazardous materials, hazardous wastes, hazardous or toxic substances or related materials defined in the regulations adopted and publications promulgated pursuant thereto or any other Federal, State or local environmental laws, ordinancesorders, rules or regulationsregulations of any governmental authority (Laws). In the event toxic and/or hazardous wastes are found within the Licensed Premises or surrounding groundsTenant shall, due to the actions or inactions of Licenseeat its expense, then Licensee comply with all thereof which shall bear the full cost of all work necessary to clean up and remove said wastes as well as any and all consequential or incidental damages arising as a result thereof. In the event that Licensee fails to make such payment and Town is forced to incur any cost with respect to the occupancy, use or manner of use of, or installations in, the demised premises or with respect to any abatement of nuisance, impose any violation, order or duty upon Landlord or Tenant arising from, or in connection with, Tenant’s occupancy, use or manner of use of the demised premises, or any installations therein, or required by reason of a breach of any of Tenant’s covenants or agreements hereunder, whether or not such removal, then said cost Laws shall be reimbursed to Town by Licensee and if Town is forced to commence litigation to collect said payment, and Licensee further agrees to reimburse Town its reasonable attorney’s fees, court costs and disbursements. These representations shall survive termination or expiration of this Agreement. Licensee, at its own cost and expense, shall comply with all Federal, State, Suffolk County, Town and Village laws, ordinances and regulations of a governmental and shall procure at its own expense all permits, licenses or other approvals necessary for the performance of this License. Licensee agrees not to use, nor suffer or permit any person to use in any manner whatsoever, the said Described Premises or any part thereof or for any illegal purpose or for any purpose in violation of any Federal, State, County or municipal law, ordinance, rule or regulation of the Town now presently in effect or hereafter enacted or adoptedissued, and will protect, indemnify whether or not any work required shall be ordinary or extraordinary or foreseen or unforeseen at this time; but subject to the following paragraph (b).
(b) Tenant shall not be obligated under paragraph (a) above to make any structural alteration unless necessitated by the use or manner of use by Tenant of the demised premises for other than normal department store uses. Landlord shall comply with Laws which are not Tenant’s obligation under this Article.
(c) If any governmental license or permit shall be required for the proper and forever save lawful conduct of Tenant’s business and keep harmless if the Town and the individual members thereof and their agents, from and against any damage, penalty, fine, judgment, expense failure to secure such license or charge suffered, imposed, assessed or incurred for any violation or breach of any law, ordinance, rule, order or regulation occasioned by any act, neglect or omission of Licensee, or any employees, person or occupant; and in the event of any violation, the Town shall have the right and power and is hereby authorized by Licensee so to do, to at once declare Licensee in defaultpermit would, in accordance any way, affect Landlord or the demised premises, Tenant, at Tenant’s expense, shall procure and maintain such license or permit, and submit copies of the same to Landlord. Tenant, at Tenant’s expense, shall, at all times, comply with this Agreementthe terms and conditions of each such license or permit.
Appears in 1 contract
Samples: Lease Agreement
LAWS AND ORDINANCES. Licensee The Operator, on behalf of the Owner, shall keep exercise commercially reasonable efforts to comply, and shall comply in all cases where such failure to comply would have a material adverse effect on the Licensed Premises free from Operation of the Hotel, with all Applicable Laws affecting the Hotel and its Operation, including those of any toxic alcoholic beverage control board or hazardous wastesboard of fire underwriters, the requirements of any insurance companies covering any of the risks against which the Hotel is insured and the Environmental Laws. For purposes The costs and expenses of this paragraph, toxic or hazardous waste or materials includes without limitation any flammable explosives, radioactive materials, hazardous materials, hazardous wastes, hazardous or toxic substances or related materials defined in the regulations adopted and publications promulgated pursuant thereto or any other Federal, State or local environmental laws, ordinances, rules or regulations. In the event toxic and/or hazardous wastes are found within the Licensed Premises or surrounding grounds, due to the actions or inactions of Licensee, then Licensee shall bear the full cost of all work necessary to clean up and remove said wastes as well as any and all consequential or incidental damages arising as a result thereof. In the event that Licensee fails to make such payment and Town is forced to incur any cost with respect to such removal, then said cost compliance shall be reimbursed to Town borne by Licensee and if Town is forced to commence litigation to collect said payment, and Licensee further agrees to reimburse Town its reasonable attorney’s fees, court costs and disbursements. These representations shall survive termination or expiration of this Agreement. Licensee, at its own cost and expense, shall comply with all Federal, State, Suffolk County, Town and Village laws, ordinances and regulations of a governmental the Hotel and shall procure at its own expense all permitsbe treated as Operating Expenses or Capital Expenditures, licenses or other approvals necessary for the performance of this Licenseas appropriate under Operator’s Accounting Policies. Licensee agrees not to use, nor suffer or permit any person to use in any manner whatsoever, the said Described Premises or any part thereof or for any illegal purpose or for any purpose in violation of any Federal, State, County or municipal law, ordinance, rule or regulation of the Town now in effect or hereafter enacted or adopted, and will protect, indemnify and forever save and keep harmless the Town The Operator and the individual members thereof and their agentsOwner (provided it shall have received the Operator’s approval of its proposed course of action, from and against any damage, penalty, fine, judgment, expense or charge suffered, imposed, assessed or incurred for any violation or breach of any law, ordinance, rule, order or regulation occasioned by any act, neglect or omission of Licensee, or any employees, person or occupant; and in the event of any violation, the Town which consent shall not be unreasonably withheld) shall have the right to contest by proper legal proceedings, the validity or application of any such Applicable Laws. The costs of such contest shall be treated as Operating Expenses. If failure by the Operator or the Owner to comply with any such laws or requirements would result in the suspension of Operations of the Hotel or would expose the Owner or the Operator to danger of criminal or civil liability, then the Operator promptly shall use reasonable efforts to cause compliance as an Operating Expense or as a Capital Expenditure, as appropriate under Operator’s Accounting Policies. The Operator and power the Owner shall engage mutually acceptable local counsel to advise the Operator with respect to compliance with all aspects of Applicable Laws. If, despite the reasonable efforts of the Operator to comply with Applicable Laws, the Operator receives notice that the Hotel does not comply with Applicable Laws, the Operator shall promptly take such steps as are then reasonably required, coordinating with the Hotel’s legal counsel and is hereby authorized by Licensee so to dothe Owner, as appropriate, to at once declare Licensee remedy such non-compliance with diligence. The Owner specifically agrees that any costs or expenses incurred in defaultconnection with any inspection, remediation or alteration of the Hotel Facilities in accordance connection with this Agreementwater intrusion or related air quality issues shall be solely the Owner' expense and not treated as either Operating Expenses or Capital Expenditures of the Hotel.
Appears in 1 contract
Samples: Hotel Management Agreement
LAWS AND ORDINANCES. Licensee A. Tenant shall keep not do, and shall not permit persons under Tenant's control to do any act or thing in or upon the Licensed Premises free from any toxic or hazardous wastes. For purposes of this paragraph, toxic or hazardous waste or materials includes without limitation any flammable explosives, radioactive materials, hazardous materials, hazardous wastes, hazardous or toxic substances or related materials defined in the regulations adopted and publications promulgated pursuant thereto or any other Federal, State or local environmental laws, ordinances, rules or regulations. In the event toxic and/or hazardous wastes are found within the Licensed Demised Premises or surrounding grounds, due to the actions or inactions of Licensee, then Licensee shall bear the full cost of all work necessary to clean up building which will violate any laws and remove said wastes as well as any and all consequential or incidental damages arising as a result thereof. In the event that Licensee fails to make such payment and Town is forced to incur any cost with respect to such removal, then said cost shall be reimbursed to Town by Licensee and if Town is forced to commence litigation to collect said payment, and Licensee further agrees to reimburse Town its reasonable attorney’s fees, court costs and disbursements. These representations shall survive termination or expiration of this Agreement. Licensee, at its own cost and expense, ordinances Tenant shall comply with all Federallaws and ordinances which impose any violation, Stateorder or duty upon Landlord or Tenant arising from, Suffolk Countyin, Town and Village lawsor in connection with, ordinances and regulations the Tenant's occupancy, use or manner of use thereof or any alterations made by or at the request of tenant therein, or required by reason of a governmental and shall procure at its own expense all permits, licenses or other approvals necessary for the performance of this License. Licensee agrees not to use, nor suffer or permit any person to use in any manner whatsoever, the said Described Premises or any part thereof or for any illegal purpose or for any purpose in violation breach of any Federalsuch Tenant's covenants or agreement hereunder, State, County whether or municipal law, ordinance, rule or regulation of the Town now not such laws and ordinances shall be presently in effect or hereafter enacted or adoptedissued, and will protect, indemnify and forever save and keep harmless the Town and the individual members thereof and their agents, from and against whether or not any damage, penalty, fine, judgment, expense work required shall be ordinary or charge suffered, imposed, assessed extraordinary or incurred for foreseen or unforeseen at this time.
B. If Tenant receives written notice of any violation or breach of any laws or ordinances applicable to the Demised Premises, Tenant shall give prompt notice thereof to Landlord.
C. Tenant shall not be obligated to comply with any laws or ordinances requiring any structural alteration of the Demised Premises, unless such alteration is required by reason of the Tenant's manner of use of the Demised Premises.
D. Tenant shall not violate any federal, state or local law, ordinance, rule, order ordinance or regulation occasioned relating to any "hazardous substance" or "toxic substance" (as hereinafter defined), brought or used by any actTenant, neglect or omission of Licensee, or any Tenant's employees, person invitees or occupant; agents within the Building or the Demised Premises. Tenant agrees to indemnify, defend and hold Landlord and its employees and agents harmless from any claims, judgments, damages, penalties, fines, costs, liabilities and losses, including attorney fees, which arise as result of any such violation during or after the term of this Lease. The term "hazardous substances" or "toxic substances", shall include mold and those covered by the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, and those substances defined as "hazardous wastes" or "hazardous materials" in the event laws of any violation, the Town shall have the right and power and is hereby authorized by Licensee so to do, to at once declare Licensee in default, in accordance with this AgreementState of New York.
Appears in 1 contract
LAWS AND ORDINANCES. Licensee A. Tenant shall keep not do, and shall not permit persons under Tenant's control to do any act or thing in or upon the Licensed Premises free from any toxic or hazardous wastes. For purposes of this paragraph, toxic or hazardous waste or materials includes without limitation any flammable explosives, radioactive materials, hazardous materials, hazardous wastes, hazardous or toxic substances or related materials defined in the regulations adopted and publications promulgated pursuant thereto or any other Federal, State or local environmental laws, ordinances, rules or regulations. In the event toxic and/or hazardous wastes are found within the Licensed Demised Premises or surrounding grounds, due to the actions or inactions of Licensee, then Licensee shall bear the full cost of all work necessary to clean up building which will violate any laws and remove said wastes as well as any and all consequential or incidental damages arising as a result thereof. In the event that Licensee fails to make such payment and Town is forced to incur any cost with respect to such removal, then said cost shall be reimbursed to Town by Licensee and if Town is forced to commence litigation to collect said payment, and Licensee further agrees to reimburse Town its reasonable attorney’s fees, court costs and disbursements. These representations shall survive termination or expiration of this Agreement. Licensee, at its own cost and expense, ordinances Tenant shall comply with all Federallaws and ordinances which impose any violation, Stateorder or duty upon Landlord or Tenant arising from, Suffolk Countyin, Town and Village lawsor in connection with, ordinances and regulations the Tenant's occupancy, use or manner of use thereof or any alterations made by or at the request of tenant therein, or required by reason of a governmental and shall procure at its own expense all permits, licenses or other approvals necessary for the performance of this License. Licensee agrees not to use, nor suffer or permit any person to use in any manner whatsoever, the said Described Premises or any part thereof or for any illegal purpose or for any purpose in violation breach of any Federalsuch Tenant's covenants or agreement hereunder, State, County whether or municipal law, ordinance, rule or regulation of the Town now not such laws and ordinances shall be presently in effect or hereafter enacted or adoptedissued, and will protect, indemnify and forever save and keep harmless the Town and the individual members thereof and their agents, from and against whether or not any damage, penalty, fine, judgment, expense work required shall be ordinary or charge suffered, imposed, assessed extraordinary or incurred for foreseen or unforeseen at this time.
B. If Tenant receives written notice of any violation or breach of any laws or ordinances applicable to the Demised Premises, Tenant shall give prompt notice thereof to Landlord.
C. Tenant shall not be obligated to comply with any laws or ordinances requiring any structural alteration of the Demised Premises, unless such alteration is required by reason of the Tenant's manner of use of the Demised Premises.
D. Tenant shall not violate any federal, state or local law, ordinance, rule, order ordinance or regulation occasioned relating to any "hazardous substance" or "toxic substance" (as hereinafter defined), brought or used by any actTenant, neglect or omission of Licensee, or any Tenant's employees, person invitees or occupant; agents within the Building or the Demised Premises. Tenant agrees to indemnify, defend and hold Landlord and its employees and agents harmless from any claims, judgments, damages, penalties, fines, costs, liabilities and losses, including attorney fees, which arise as result of any such violation during or after the term of this Lease. The term "hazardous substances" or "toxic substances", shall include those covered by the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, and those substances defined as "hazardous wastes" or "hazardous materials" in the event laws of any violation, the Town shall have the right and power and is hereby authorized by Licensee so to do, to at once declare Licensee in default, in accordance with this AgreementState of New York.
Appears in 1 contract
LAWS AND ORDINANCES. Licensee shall keep the Licensed Premises free from any toxic or hazardous wastes. For purposes of this paragraph, toxic or hazardous waste or materials includes without limitation any flammable explosives, radioactive materials, hazardous materials, hazardous wastes, hazardous or toxic substances or related materials defined in the regulations adopted and publications promulgated pursuant thereto or any other Federal, State or local environmental laws, ordinances, rules or regulations. In the event toxic and/or hazardous wastes are found within the Licensed Premises or surrounding grounds, due to the actions or inactions of Licensee, then Licensee shall bear the full cost of all work necessary to clean up and remove said wastes as well as any and all consequential or incidental damages arising as a result thereof. In the event that Licensee fails to make such payment and Town is forced to incur any cost with respect to such removal, then said cost shall be reimbursed to Town by Licensee and if Town is forced to commence litigation to collect said payment, and Licensee further agrees to reimburse Town its reasonable attorney’s fees, court costs and disbursements. These representations shall survive termination or expiration of this Agreement. Licensee, at its own cost and expense, The LESSEE shall comply with all Federal, State, Suffolk County, Town and Village laws, ordinances and regulations of a governmental and shall procure at its own expense all permits, licenses or other approvals necessary for the performance of this License. Licensee agrees not to use, nor suffer or permit any person to use in any manner whatsoever, the said Described Premises or any part thereof or for any illegal purpose or for any purpose in violation of any Federal, State, County or municipal law, ordinance, rule and regulation, federal, state, county, or regulation municipal, now or hereafter in force, applicable to the leased property, relating to use or occupancy thereof or to the making of repairs, changes, alterations or improvements, ordinary or extraordinary, structural or otherwise, seen or unforeseen. The LESSEE shall comply with any and all rules and regulations applicable to the leased property issued by the Board of Fire Underwriters, or by any other body hereinafter constituted exercising similar functions, and by insurance companies writing policies covering the leased property which now or hereafter may become applicable to the leased property. The LESSEE shall pay all costs, expenses, claims, fines, penalties, and damages that may be imposed because of the Town now in effect or hereafter enacted or adoptedfailure of the LESSEE to comply with this paragraph, and will protect, shall indemnify and forever save and keep harmless the Town LESSOR from all liability arising from each noncompliance. The LESSOR and the individual members thereof and their agentsLESSEE shall each promptly give notice to the other of any notice of violation received by them. Without diminishing the obligation of the LESSEE, from and against if the LESSEE shall at any damage, penalty, fine, judgment, expense or charge suffered, imposed, assessed or incurred for any violation or breach of time fail to comply as expeditiously as reasonably feasible with any law, ordinance, rule, order or regulation occasioned by any act, neglect concerning or omission of Licenseeaffecting the leased property, or any employeesthe use and occupation thereof; and, person or occupant; if a stay is necessary with respect to such compliance, and in the event of any violationLESSEE shall have failed to obtain such stay, the Town LESSOR after ten (10) days' prior written notice to the LESSEE may so comply, and the reasonable costs and expenses of the LESSOR in such compliance shall be paid by the LESSEE. Upon the LESSEE's failure so to pay, any such payments made by the LESSOR, together with the interest thereon to be computed at the rate of twelve percent (12%) per annum from the date of payment, shall be considered as additional rent to be added to the installment of net rental next accruing, and shall entitle the LESSOR to enforce any of the terms herein contained that may be applicable to such rent. The LESSEE shall have the right to contest by appropriate legal proceedings in the name of the LESSEE or the LESSOR, or both, without costs or expense to the LESSOR, the validity or application of any such law, ordinance, rule or requirement and power the LESSOR shall cooperate with the LESSEE and is hereby authorized by Licensee so will execute and deliver any appropriate papers which may be necessary to do, permit the LESSEE to at once declare Licensee in default, in accordance with this Agreementcontest the validity or application thereof.
Appears in 1 contract
