Common use of Miscellaneous Restrictions Clause in Contracts

Miscellaneous Restrictions. 10 A. Before proceeding with any Alteration other than a Decorative Alteration, Tenant 11 shall submit to Landlord the number of copies of detailed plans and specifications therefor then required 12 by the terms of the Rules and Regulations Regarding Alterations attached hereto as Exhibit C (and to 13 QAD the number of copies of detailed plans and specifications therefor then required by the terms of the 14 Port Authority Manual). 15 B. Tenant shall not be permitted to install any Fixtures which are subject to liens, 16 chattel mortgages or security interests (as such term is defined in the Uniform Commercial Code as then 17 in effect in New York). At all times during the Term, Tenant's Property shall be owned by Tenant free 18 and clear of any liens, security interests, claims or encumbrances other than a Leasehold Mortgage 19 permitted under this Lease. 20 C. No Alterations (including Decorative Alterations) shall be undertaken except 21 after delivery of at least ten (10) Business Days' prior Notice to Landlord with respect thereto (which 22 period shall begin when QAD shall have issued an approval to proceed with respect thereto and all 23 permits and authorizations required by applicable Legal Requirements have been obtained (and copies 24 thereof furnished to Landlord)). Tenant shall be fully responsible at its sole cost and expense for 25 retaining all architectural, engineering and other technical consultants as QAD shall determine are 26 necessary to prepare Tenant's plans in accordance with this Article 13 upon and subject to the terms of 27 the Port Authority Manual. The plans and specifications to be submitted by Tenant to Landlord shall 28 bear the seal of a licensed architect or professional engineer licensed in the State of New York who shall 29 be responsible for the administration of the work, and shall be in reasonably sufficient detail for Tenant's 30 contractor to perform the work. Prior to engaging or retaining architect(s) or engineer(s) for any 31 Alterations, Tenant shall submit the name or names of such architect(s) or engineer(s) to Landlord for its 32 approval; it being agreed that any such approval shall not be unreasonably withheld or delayed. 33 D. All Alterations shall at all times comply with all Legal Requirements (including 34 the Port Authority Manual) and the Rules and Regulations annexed hereto as Exhibit C (including 35 changes to such Rules and Regulations adopted by Landlord in accordance with Article 26 below) and 36 Landlord shall cooperate with Tenant in connection with such compliance in accordance with the 37 provisions of Section 5.04 hereof. Tenant, at its expense, shall cause all Alterations to be performed in a 38 good and workmanlike manner, using materials and equipment at least equal in quality to the Building 39 Standards set forth on Exhibit C annexed hereto. Tenant shall have the right to file plans for any 40 proposed Alteration with any Governmental Authority (including QAD) prior to Landlord's approval of 41 such plans, provided that (i) Tenant shall simultaneously deliver to Landlord a set of such plans if same 42 have not theretofore been delivered to Landlord, and (ii) in no event shall Tenant be permitted to 43 commence the work or to pull or obtain any required permits or license to be issued by any 44 Governmental Authority (including QAD) authorizing such work until Landlord has approved such 45 plans pursuant to the provisions of this Article 13. Subject to the terms of Section 13.05 hereof, Tenant 46 shall reimburse Landlord for Landlord's Cost in connection with any such Alteration. All Alterations 1 shall be promptly commenced and completed and shall be performed in such manner so as not to 2 interfere with the occupancy of any other tenant nor delay or impose any additional expense upon 3 Landlord in the maintenance, cleaning, repair, safety, management, or security of the Building (or the 4 Building's equipment) or in the performance of any improvements. If any such additional expense is 5 incurred, Landlord may collect Landlord's Cost thereof as additional rent from Tenant within thirty (30) 6 days after delivery of Notice with an invoice therefor. Subject to the terms of the Rules and Regulations 7 Regarding Alterations attached hereto as Exhibit C, Tenant shall (upon completion of any Alteration at 8 Landlord's request) deliver three (3) complete sets of "As Built" drawings and plans to Landlord (which 9 plans and specifications must include final, marked record drawings which incorporate all bulletins, 10 revisions, clarification sketches and the like issued from each of Tenant's HVAC, electrical, plumbing 11 and fire safety and sprinkler designers and subcontractors, as applicable) prepared on an AutoCAD 12 Computer Assisted Drafting and Design System (or its then equivalent) using naming conventions issued 13 by the American Institute of Architects in June, 1990 (or its then equivalent) and magnetic computer 14 media of such record drawings and specifications, translated into in a format compatible with AutoCAD 15 Release 2000 or later or another format reasonably acceptable to Landlord. 16 E. Tenant, at its sole expense, promptly shall procure the cancellation or discharge 17 of all notices of violation arising from or otherwise connected with its Alterations which shall be issued 18 by any Governmental Authority. 19 F. Only Landlord or parties first approved by Landlord shall be permitted to act as a 20 contractor, subcontractor or construction manager for any Alteration (including a Decorative Alteration). 21 Such approval shall not be unreasonably withheld or delayed. Landlord reserves the right to exclude 22 from the Building any party attempting to act as a contractor, subcontractor or construction manager in 23 violation of this Article. In the event Tenant shall employ any contractor, subcontractor or construction 24 manager permitted in this Article, such contractor, subcontractor or construction manager may have use 25 of the Building facilities subject to the provisions of this Lease and the Rules and Regulations Regarding 26 Alterations attached hereto as Exhibit C. Landlord shall provide Tenant with a list of such contractors or 27 subcontractors upon request by Tenant from time to time, which contractors and subcontractors shall be 28 deemed approved for the one (1) year period from the date of approval thereof; provided, however, that 29 Landlord may remove a contractor or subcontractor (as the case may be) from such list or withdraw its 30 approval thereto at any time. Notwithstanding anything herein to the contrary, Tenant acknowledges 31 that in connection with any Alteration related to: the first responders system; standby labor; the two-way 32 radios system; debris hauling; hoisting; Wi-Fi installation; cellular wireless service installation; the

Miscellaneous Restrictions. 10 A. Before proceeding with any Alteration other than a Decorative Alteration, Tenant 11 shall submit to Landlord the required number of copies of detailed plans Plans and specifications therefor then required 12 by the terms of the Rules Other Documentation for Landlord’s review and Regulations Regarding Alterations attached hereto as Exhibit C (and to 13 QAD the number of copies of detailed plans and specifications therefor then required by the terms of the 14 Port Authority Manual)approval. 15 B. Tenant shall not be permitted to install any Fixtures which are subject to liens, 16 chattel mortgages or security interests (as such term is defined in the Uniform Commercial Code as then 17 in effect in New York). At all times during the Term, Tenant's Property ) but Tenant shall be owned by Tenant free 18 permitted to lease or finance all Tenant’s Property and clear of any to have liens, chattel mortgages and/or security interests, claims or encumbrances other than a Leasehold Mortgage 19 permitted under this Leaseinterest thereon. 20 C. No Alterations (including Decorative Alterations) shall be undertaken except 21 after (x) delivery of at least ten (10) Business Days' reasonable prior Notice to Landlord with respect thereto (which 22 period shall begin when QAD shall have issued an approval may be delivered via electronic mail to proceed the Building management office) with respect thereto and (y) to the extent applicable, issuance by QAD of all 23 permits and authorizations required by applicable Legal Requirements have been obtained (and it being agreed that copies 24 thereof shall be furnished to Landlord)). Tenant shall be fully responsible at its sole cost and expense for 25 retaining all architectural, engineering and other technical consultants as QAD shall determine are 26 necessary to prepare Tenant's plans the Plans and Other Documentation in accordance with this Article 13 upon and subject to the terms of 27 the Port Authority Manual. The plans Plans and specifications Other Documentation to be submitted by Tenant to Landlord shall 28 bear the seal of a licensed architect or professional engineer licensed in the State of New York who shall 29 be responsible for the administration of the work, and shall be in reasonably sufficient detail for Tenant's 30 ’s contractor to perform the work. Prior to engaging or retaining architect(s) or engineer(s) for any 31 Alterations, Tenant shall submit the name or names of such architect(s) or engineer(s) to Landlord for its 32 approval; , it being agreed that any such approval shall not be unreasonably withheld or delayed. 33 D. All Alterations shall at all times comply with all Legal Requirements (including 34 the Port Authority Manual) and the Rules and Regulations annexed hereto as Exhibit C Regarding Alterations (including 35 changes to such Rules and Regulations thereto adopted by Landlord in accordance with Article 26 below) and 36 Landlord shall cooperate with Tenant in connection with such compliance in accordance with the 37 provisions of Section 5.04 hereof). Tenant, at its expense, shall cause all Alterations to be performed in a 38 good and workmanlike manner, using materials and equipment at least equal in quality to the Building 39 Standards set forth on Exhibit C annexed hereto. Tenant shall have the right to file plans for any 40 proposed Alteration with any Governmental Authority (including QAD) prior to Landlord's approval of 41 such plans, provided that (i) Tenant shall simultaneously deliver to Landlord a set of such plans if same 42 have not theretofore been delivered to Landlord, and (ii) in no event shall Tenant be permitted to 43 commence the work or to pull or obtain any required permits or license to be issued by any 44 Governmental Authority (including QAD) authorizing such work until Landlord has approved such 45 plans pursuant to the provisions of this Article 13. Subject to the terms of Section 13.05 hereof, Tenant 46 shall reimburse Landlord for Landlord's Cost in connection with any such Alteration. All Alterations 1 shall be promptly commenced and completed and shall be performed in such manner so as not to 2 interfere with the occupancy of any other tenant nor delay or impose any additional expense upon 3 Landlord in the maintenance, cleaning, repair, safety, management, or security of the Building (or the 4 Building's ’s equipment) or in the performance of any improvements. If any such additional expense is 5 incurredincurred by a party unaffiliated with Landlord and Landlord is responsible therefor pursuant to the terms of such tenant’s lease, Landlord may collect Landlord's Cost ’s Charge thereof as additional rent from Tenant within thirty twenty (3020) 6 days after delivery of Notice with an invoice therefortherefor together with (if applicable) reasonable supporting documentation. Subject to the terms of the Rules and Regulations 7 Regarding Alterations attached hereto as Exhibit CAlterations, Tenant shall (upon completion of any Alteration Alteration, at 8 Landlord's ’s request) ), deliver three (3) complete sets of "“As Built" ” drawings and plans to Landlord (which 9 plans and specifications must include final, marked record drawings which incorporate all bulletins, 10 revisions, clarification sketches and the like issued from each of Tenant's ’s HVAC, electrical, plumbing 11 and fire safety and sprinkler designers and subcontractors, as applicable) prepared on an AutoCAD 12 Computer Assisted Drafting and Design System (or its then equivalent) using naming conventions issued 13 by the American Institute of Architects in June, 1990 (or its then equivalent) and magnetic computer 14 media of such record drawings and specifications, translated into in a format compatible with AutoCAD 15 Release 2000 or later or another format reasonably acceptable to Landlord. 16 E. Tenant, at its sole expense, promptly shall procure the cancellation or discharge 17 of all notices of violation arising from or otherwise connected with its Alterations which shall be issued 18 by any Governmental Authority. 19 F. Only Landlord or parties first approved by Landlord shall be permitted to act as a 20 contractor, subcontractor contractor or construction manager for any Alteration (including a Decorative Alteration). 21 Such approval by Landlord of any contractor or construction manager shall not be unreasonably withheld or delayed. Landlord reserves the right to exclude 22 from the Building any party attempting to act as a contractor, subcontractor contractor or construction manager in 23 violation of this ArticleArticle 13. In the event Tenant shall employ any contractor, subcontractor contractor or construction 24 manager permitted in this ArticleArticle 13, such contractor, subcontractor contractor or construction manager may have use 25 of the Building facilities subject to the provisions of this Lease and the Rules and Regulations Regarding 26 Alterations attached hereto as Exhibit C. Landlord shall provide Tenant with a Alterations. A list of such contractors or 27 subcontractors approved by Landlord is available upon request by Tenant from time to time, which contractors and subcontractors shall be 28 deemed approved for the one (1) year period from the date of approval thereof; provided, however, that 29 Landlord may remove a contractor or subcontractor (as the case may be) from such list or withdraw its 30 approval thereto at any timeBuilding management office. Notwithstanding anything herein to the contrary, Tenant acknowledges 31 that in connection with any Alteration related to: to the first responders system; standby labor; the two-way 32 radios system; debris hauling; hoisting; Wi-Fi installation; cellular wireless service installation; thethe freight elevators and passenger elevators; water treatment; PBX telephone systems; the Building’s security system including intercoms, CCTV, door contacts and biometric readers; the Building’s fire alarm system; BMS; the DAS and certain other items designated by Landlord in its sole and absolute discretion, a single subcontractor designated by Landlord or Landlord’s managing agent may be required to perform such work (and certain architectural and engineering services in connection therewith may be required by Landlord or Landlord’s managing agent to be furnished by Landlord’s engineer and Landlord’s architect or other consulting firms designated by Landlord). Upon the request of Tenant from time to time, Landlord shall use commercially reasonable efforts to assist Tenant in connection with the obtaining by Tenant of market rates from such subcontractors and the reasonable availability of such subcontractors. No approval by Landlord of any contractor, construction manager, architect or engineer shall be deemed to mean that any Landlord Party has given any assurance or made any representation or warranty with respect to the performance by or quality of work of such party(ies), and no Landlord Party shall have any responsibility for the actions, negligence, work or workmanship of such contractor, construction manager, architect or engineer. F. The performance of any Alteration (or the use of any materials in connection with such Alteration) shall not be done in a manner which would disturb harmony with any trade engaged in performing any other work in the Building (including the creation of any work slowdown, sabotage, strike, picket or jurisdictional dispute) or create any actual interference with the operation of the Building. Tenant shall immediately stop the performance of any Alteration (or the use of any materials in connection with such Alteration) if Landlord delivers a Notice to Tenant that continuing such Alteration would so disturb harmony with any trade engaged in performing any other work in the Building or create any actual interference with the operation of the Building. Landlord and Tenant shall cooperate with one another in all reasonable respects to avoid any such labor disharmony. Except to the extent arising from the negligence or willful misconduct of Landlord or its employees, agents or contractors, Tenant hereby agrees to defend, save and hold Landlord harmless from any and all loss arising thereby, including any actual, reasonable, out-of-pocket attorneys’ fees and any claims made by contractors, subcontractors, construction managers, mechanics and/or laborers so precluded from having access to the Building. Tenant may at any time utilize Tenant’s employees to perform Alterations, whether or not such employees shall be unionized; provided, however, that such employees shall be properly licensed and qualified to perform such Alteration and shall not cause labor disharmony in the Building. G. No approval of any plans or specifications by Landlord, QAD or any other Governmental Authority or consent by Landlord, QAD or any other Governmental Authority allowing Tenant to make any Alterations or any inspection of Alterations made by or for Landlord, QAD or any other Governmental Authority shall in any way be deemed to be a representation, warranty, or agreement by Landlord, QAD or any other Governmental Authority that the contemplated Alterations comply with any Legal Requirements (including the Port Authority Manual) or insurance requirements nor shall it be deemed to be a waiver by Landlord of the compliance by Tenant of any provision of this Lease. H. Subject to Landlord’s consent, which shall be granted or withheld in accordance with and subject to the terms and conditions of this Article 13, Tenant shall be permitted to install a wireless intranet, internet and communications network (also known as “Wi-Fi”) within the Premises for the use within the Premises only of Tenant and its employees and invitees (the “Network”). Tenant shall not solicit, suffer, or permit other tenants or occupants of the Building or other third parties (except as a courtesy for invitees at the Premises) to use the Network or any other communications service, including any wired or wireless internet service that passes through, is transmitted through, or emanates from, the Premises. Tenant’s communications equipment and the communications equipment of Tenant’s service providers and contractors located in or about the Premises or installed in the Building to service the Premises, including any switches, all vertical and horizontal data and communication wiring installed by or on behalf of Tenant, including any wiring that shall run underneath the floor of the Premises or that is located outside of the Premises or in the plenum above the ceiling of the Premises or other equipment (collectively, “Tenant’s Communications Equipment”) shall be of a type and, if applicable, a frequency that will not cause radio frequency, electromagnetic or other interference to any other party or any equipment (e.g., cellular wireless, wireless data, two-way radio (provided that such two-way radio is integrated with Landlord’s system at the expense of Tenant, which expense shall be equal to Landlord’s Charge therefor), or first responder) of any other party, including Landlord, other stakeholders, other tenants or occupants of the Building or the World Trade Center or any other party and whether or not such interference is caused to equipment installed after the installation of Tenant’s Communications Equipment. Tenant’s Communications Equipment shall be clearly labeled by Tenant in accordance with the Building Operations Documents. In the event that Tenant’s Communications Equipment causes or is believed to cause any such interference, upon receipt of Notice (which may be oral) from Landlord of such interference, Tenant will take all steps necessary to correct and eliminate the interference. If the interference is not eliminated within twenty-four (24) hours after such Notice (or such shorter or longer period as shall be designated by Landlord in its sole and absolute discretion if Landlord believes a shorter or longer period to be appropriate), then, upon a Notice (which may be oral) from Landlord, Tenant shall shut down Tenant’s Communications Equipment until such interference shall have been resolved to Landlord’s reasonable satisfaction. Landlord shall in no event be deemed or construed to have represented or warranted to Tenant that Tenant shall be able to install Tenant’s Communications Equipment or a Network in the Premises that is operational or otherwise satisfactory to Tenant. Tenant acknowledges that Landlord has granted and/or may grant rights, licenses and other rights to install intranet, internet, satellite dishes, antennae, switches and other communications networks and equipment to other tenants and occupants of the Building and to telecommunications service providers and other third parties.