Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 2 contracts
Samples: Lease Agreement (Miramar Labs, Inc.), Lease Agreement (Miramar Labs, Inc.)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsforegoing
Appears in 2 contracts
Samples: Lease Agreement (Cisco Systems Inc), Lease Agreement (Cisco Systems Inc)
Permits and Licenses. 9.1 Attach copies Except as disclosed on Schedule 4.15, the Asset Selling Subsidiaries and the Acquired Subsidiaries have all material Permits used in the operation of the Liquid Finishing Business as currently conducted. All such Permits are currently effective and valid and are sufficient to enable the Asset Selling Subsidiaries and the Acquired Subsidiaries to conduct the Liquid Finishing Business in material compliance with all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issuedApplicable Laws. The undersigned hereby acknowledges and agrees that (A) execution, delivery or performance of this Hazardous Materials Disclosure Certificate is being delivered in connection withAgreement by the parties shall not have any effect on the continued validity or sufficiency of such Permits, and as nor, to Sellers’ Knowledge, shall any additional material Permits be required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions by virtue of the Lease Agreement; execution, delivery or performance of this Agreement by the parties hereto to enable Purchasers to conduct the Liquid Finishing Business after Closing in the same manner in which it is currently being conducted. To Sellers’ Knowledge, except as disclosed on Schedule 4.15, each Permit that is included in the Asset Selling Subsidiaries Acquired Assets is transferable to Purchasers. The Asset Selling Subsidiaries and (C) the Acquired Subsidiaries have all material Permits necessary for the operation of the Liquid Finishing Business as currently conducted and have procured each such item in a manner that Tenant shall have and retain full and complete responsibility and liability complies in all material respects with respect all Applicable Laws. There is no pending or, to Sellers’ Knowledge, threatened action, suit, proceeding, hearing, investigation, arbitration, or other proceedings by any Governmental Authority that would reasonably be expected to adversely affect any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnPermits.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 2 contracts
Samples: Asset Purchase Agreement (Graco Inc), Asset Purchase Agreement (Carlisle Companies Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 2 contracts
Samples: Assignment and Assumption of Lease (Nuance Communications), Lease Agreement (Nuance Communications)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the PremisesPremises or Equipment Space, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Article 32 of the Lease AgreementLease; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s Landlord's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Landlord and all Landlord Related Parties and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; : (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises or Equipment Space by Tenant or Tenant’s Representatives's employees, agents, contractors or representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease AgreementLease. I (print name) __________)______________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) TenantTENANT: By: ________________________ Title: ________________________ Date: 7782265_1.docx Initially________________________ EXHIBIT F --------- TENANT OPTIONS --------------
1. RENEWAL OPTION --------------
A. Tenant shall have one right to extend the Term (the "Renewal Option") for an additional period of five (5) years (the "Renewal Term") commencing on the day following the Expiration Date of the Term, if:
1. Landlord receives notice of exercise of the Renewal Option ("Initial Renewal Notice") nine (9) full calendar months prior to the expiration of the initial Term and not more than twelve (12) full calendar months prior to the expiration of the initial Term; and
2. Tenant is not in default under the Lease and no event which, with notice, the information provided by you passage of time, or both, would constitute a default hereunder on the part of Tenant exists at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice (as defined below); and
3. No portion of the Premises in this Hazardous Materials Disclosure Certificate excess of twenty percent (20%) of the Rentable Area of the Premises is necessary sublet at the time that Tenant delivers its Initial Renewal Notice or at the time Tenant delivers its Binding Notice, other than in connection with a Permitted Transfer; and
4. The Lease has not been assigned prior to the date that Tenant delivers its Initial Renewal Notice or prior to the date Tenant delivers its Binding Notice other than in connection with a Permitted Transfer; and
5. Tenant executes and returns the Renewal Amendment (hereinafter defined) within thirty (30) days after submission to Tenant of an accurate Renewal Amendment.
B. The initial Base Rent rate and Equipment Space Rent rate during the Renewal Term shall equal the Prevailing Market (hereinafter defined) rate per Rentable Square Foot, determined in the manner set forth below.
C. Tenant shall pay Additional Rent (i.e. Operating Expenses and Property Taxes) for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis Premises during any Renewal Term in accordance with the Lease AgreementLease.
D. Within thirty (30) days after receipt of Tenant's Initial Renewal Notice, you are Landlord shall advise Tenant of the applicable Base Rent rate for the Premises and Equipment Space Rent rate for the Renewal Term. Tenant, within thirty (30) days after the date on which Landlord advises Tenant of the Base Rent rate and Equipment Space Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice ("Binding Notice") of Tenant's exercise of its option, or (ii) if Tenant disagrees with Landlord's determination, provide Landlord with written notice of rejection (the "Rejection Notice"). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such thirty (30) day period, Tenant's Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market Base Rent rate and Equipment Space Rent rate during the Renewal Term. Upon agreement, Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market Base Rent rate and Equipment Space Rent rate for the Premises within thirty (30) days after the date on which Tenant provides Landlord with a Rejection Notice, then Tenant may, on or before the thirty-fifth (35th) day following Tenant's delivery of the Rejection Notice, either rescind Tenant's exercise of the Renewal Option or elect to submit the matter to arbitration; if Tenant fails to timely make an update election, Tenant will be deemed to have submitted the matter to arbitration. If the matter is submitted to arbitration, the Prevailing Market Base Rent rate and Equipment Space Rent rate payable as of commencement of the Renewal Term shall be determined as follows:
1. Within ten (10) days after the thirty-fifth (35th) day described above, Tenant, at its sole expense, shall obtain and deliver in writing to Landlord a determination of the Prevailing Market Base Rent rate and Equipment Space Rent rate for the Premises and Equipment Space, for a term equal to the information initially provided by you in this certificate. Any and all capitalized terms used hereinRenewal Term, which are not otherwise defined herein, shall have the same meaning ascribed to such term from a real estate broker ("Tenant's Broker") licensed in the Lease AgreementState of Illinois and engaged in the leasing of commercial real estate in the Chicago, Illinois vicinity for at least the immediately preceding five (5) years; such determination shall be stated in a single "per square foot per annum (or month)" figure, for ease of comparison. Any questions regarding this certificate should If Landlord accepts such determination, the Prevailing Market Base Rent rate and Equipment Space Rent rate payable by Tenant during the Renewal Term shall be directed toequal to the amount determined by Tenant's Broker. If Tenant fails to timely deliver such determination, the Prevailing Market Base Rent rate and Equipment Space Rent rate as quoted by Landlord shall control.
2. If Landlord does not accept such determination, within fifteen (15) days after receipt of the determination of Tenant's Broker, Landlord shall designate a similarly qualified broker ("Landlord's Broker"). If the two Brokers are appointed by the parties as set forth above, such Brokers shall promptly meet and attempt to agree upon the applicable Prevailing Market Base Rent rate and Equipment Space Rent rate. If such Brokers are unable to agree within fifteen (15) days following the appointment of Landlord's Broker, the Brokers shall select a third broker meeting the qualifications set forth above within ten (10) days after the last date the two Brokers are given to agree upon the applicable Prevailing Market Base Rent rate and Equipment Space Rent rate. The Third Broker shall be a person who has not previously acted and is not currently acting in any capacity for either party.
3. The Third Broker shall conduct its own independent investigation of the applicable Prevailing Market Base Rent rate and Equipment Space Rent rate, and shall be instructed not to advise either party of its determination, except as follows: when completedthe Third Broker has made its determination (which shall be completed within fifteen (15) days after the appointment of the Third Broker), it shall advise Landlord and Tenant and establish a date, at least five (5) days after the giving of notice by such Third Broker to Landlord and Tenant, on which it will disclose its determination. Such meeting shall take place in Landlord's office unless otherwise mutually agreed by the parties. After having initialed the paper on which its determination is set forth, the certificate should Third Broker shall place its determination in a sealed envelope. Landlord's Broker and Tenant's Broker shall each set forth their determination (each stated in a single "per rentable square foot per annum (or month)" figure) on a separate piece of paper, initial the same, and place them in sealed envelopes. Each of the three envelopes shall be delivered to: marked with the name of the party whose determination is inside the envelope. In the presence of the Third Broker, the determination of the Prevailing Market Base Rent rate and Equipment Space Rent rate by Landlord: DWF III Xxxxx Xxxxxx's Broker and Tenant's Broker shall be opened and examined. If the higher of the two determinations submitted by Landlord's Broker and Tenant's Broker is one hundred and five percent (105%) or less of the amount set forth in the lower determination, LLC c/o Divco West Real Estate Servicesthe average of the two determinations shall be the Prevailing Market Base Rent rate and Equipment Space Rent rate, Inc. 000 Xxxxxx Xxxxxxthe envelope containing the determination by the Third Broker shall be destroyed and the Third Broker shall be instructed not to disclose its determination. If either party's envelope is blank, 00xx Xxxxx Xxx Xxxxxxxxxor does not set forth a determination, XX 00000 Attnthe determination of the other party shall prevail and be treated as the Prevailing Market Base Rent rate and Equipment Space Rent rate. If the higher of the two determinations is more than one hundred and five percent (105%) of the amount of the other determination, the envelope containing the Third Broker's determination shall be opened, the Prevailing Market Base Rent rate and Equipment Space Rent rate shall, in such event, be the rent proposed by either Landlord's Broker or Tenant's Broker which is closest to the determination of Prevailing Market Base Rent rate and Equipment Space Rent rate by the Third Broker; if the two are equidistant, the Prevailing Market Base Rent rate and Equipment Space Rent rate shall be equal to the Third Broker's determination.: Property Management
4. Landlord shall pay the costs and fees of Landlord's Broker in connection with any determination hereunder, and Tenant shall pay the costs and fees of Tenant's Broker in connection with such determination. The costs and fees of any Third Broker shall be paid one-half by Landlord and one-half by Tenant. Tenant expressly acknowledges that any costs, fees and commissions arising in favor of any broker or other party hired by Tenant to represent Tenant in the negotiation of the extension of the term of the Lease shall be borne solely by Tenant.
5. If the amount of the Prevailing Market Base Rent rate and Equipment Space Rent rate is not known as of the commencement of the Renewal Term, then Tenant shall continue to pay the Prevailing Base Rent rate and Equipment Space Rent rate in effect immediately prior to the expiration of the initial Term until the amount of the Prevailing Market Base Rent rate and Equipment Space Rent rate are determined. When such determination is made, Tenant shall pay Landlord any deficiency to Landlord upon demand or Landlord will credit any overpayment against rent next due and payable under the Lease.
E. If Tenant is entitled to and properly exercises its Renewal Option, Landlord shall prepare an amendment (the "Renewal Amendment") to reflect changes in the Base Rent, Equipment Space Rent, Term, Expiration Date and other appropriate terms. The Renewal Amendment shall be:
1. sent to Tenant within a reasonable time after receipt of the Binding Notice; and
2. executed by Tenant and returned to Landlord in accordance with Section 1.A.5 above. An otherwise valid exercise of the Renewal Option shall, at Landlord's option, be fully effective whether or not the Renewal Amendment is executed.
F. For purpose hereof, "Prevailing Market" shall mean the arms length fair market annual rent rate per rentable square foot under renewal leases and amendments in the Building entered into on or about the date on which the Prevailing Market is being determined hereunder for space comparable to the Premises and Equipment Space in the Building. EXHIBIT G --------- SAMPLE LETTER OF CREDIT ________________________ [Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsFinancial Institution]
Appears in 2 contracts
Samples: Lease Agreement (Equinix Inc), Lease Agreement (Equinix Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years:
Appears in 2 contracts
Samples: Lease Agreement (Infinera Corp), Lease Agreement (Nuance Communications)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is Is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenants Indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________Paul Xxxxx , acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information Information contained in this certificate is true and correct. (Prospective) Tenant: By: /s/ Xxxx Xxxxx Title: CFO Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) 3-30-11 This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease AgreementAmendment”) is made and entered into to be effective as of , by and between Xxxxx VAF No Cal Properties, L.P., a Delaware limited partnership (“Landlord”), on an annual basis in accordance and Proofpoint, Inc., a Delaware corporation (“Tenant”), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Samples: Lease Agreement (Proofpoint Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 25(a) of the Lease AgreementLease; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificateCertificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; : (i) the delivery of such certificate Certificate to Landlord and/or Landlord’s acceptance of such certificateCertificate, (ii) Landlord’s review and approval of such certificateCertificate, (iii) Landlord’s failure to obtain such certificate Certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representativesrepresentatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders lenders, agents and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the termTerm of the Lease, and any renewals thereof. I, of the Lease Agreement. I (print name) ____________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate Certificate is true and correct. (Prospective) TenantHERITAGE GLOBAL PARTNERS, INC., a California corporation By: Name: Title: By: Name: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years:
Appears in 1 contract
Permits and Licenses. 9.1 Attach (a) Each of the Acquired Subsidiaries possesses all permits, licenses, registrations, certificates of authority, certificates of need and other authorizations ("Permits") from Governmental Authorities that are required by applicable Law in connection with the operation of the Facilities, except where the failure to have such Permits would not have a Material Adverse Effect. Schedule 3.4 attached hereto sets forth a current, complete and accurate list of the Permits (including any pharmacy licenses or other ancillary licenses) issued to the Acquired Subsidiaries and required for the operation of the Facilities operated by each such Acquired Subsidiary. True and correct copies of the Permits have been made available to Purchaser by Seller.
(b) Except as set forth on Schedule 3.4 or except as would not have a Material Adverse Effect, (i) each of the Acquired Subsidiaries has complied since the OTA Effective Date of the applicable Facility with, and is currently complying with, its obligations under each of the Permits and all Hazardous Materials permits such Permits are in full force and licenses including a Transporter Permit number issued to your company with effect, and (ii) no written notice from any Governmental Authority in respect to its the threatened, pending or possible revocation, termination, suspension or limitation of any of the Permits has been given to Seller or any Acquired Subsidiary, nor has Seller or any Acquired Subsidiary received notice of any proposed operations inor threatened issuance of any such notice. Seller has made available to Purchaser true, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, correct and use permits or approvals. Existing Tenants should attach complete copies of any new permits and licenses state licensing survey reports received by the Facilities operated by the Acquired Subsidiaries since the OTA Effective Date, as well as any renewals statements of permits or licenses previously issued. The undersigned hereby acknowledges deficiencies and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord plans of correction in connection with such reports. Seller has taken all reasonable steps to correct all deficiencies referenced in this Section 3.4 and a description of any uncorrected deficiency is set forth in Schedule 3.4.
(c) Without limiting the evaluation and finalization generality of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance withthe foregoing, and as required byto Seller's Knowledge, the provisions facilities, equipment and operations of each Facility satisfy in all material respects the Lease Agreement; applicable licensing and (C) that Tenant shall have and retain full and complete responsibility and liability with respect certification requirements to any of the Hazardous Materials disclosed operate such Facility in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of state in which such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant Facility is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein located and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary requirements for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term participation in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnGovernment Programs.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Permits and Licenses. 9.1 a. Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Paragraph 30(a) of the Lease AgreementLease; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificateCertificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; : (i) the delivery of such certificate Certificate to Landlord and/or Landlord’s acceptance of such certificateCertificate, (ii) Landlord’s review and approval of such certificateCertificate, (iii) Landlord’s failure to obtain such certificate Certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representativesrepresentatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders lenders, agents and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the termTerm of the Lease, and any renewals thereof. I, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate Certificate is true and correct. (Prospective) Tenant, a By: ByName: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years:
Appears in 1 contract
Samples: Lease Agreement (Bloom Energy Corp)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) __)______________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease Agreement”"Amendment") is made and entered into to be effective as of ________________, by and between Cranbrook Realty Investment Fund, L.P., dba Preston Tech Center, a California limited partnership ("Landlord"), on an annual basis in accordance and SolarJuice American, Inc., a Delaware corporation ("Tenant"), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials 12.1 The Lessee and it alone shall be liable for obtaining the permits and licenses required by law for running its business in the Premises and to maintain their validity, the same at its sole expense and liability. Insofar as obtaining certification that must be obtained by the Lessee requires the performance of any actions and/or obtaining any certification whatsoever which is the responsibility of the Lessor pursuant to this Agreement, the Lessor shall perform the required actions in such a manner as to enable the Lessee to obtain the required certification.
12.2 The Lessee declares that it is conversant and familiar with the business it intends to run at the Premises and the entire matter of the licensing and permits required for the purpose of running the business as aforesaid. The Lessee has examined and is aware of the requirements of the various authorities including a Transporter Permit number issued the local authority, the Civil Guard, the Sanitation Department, the Ministry of Health, the Ministry of the Environment, etc., and it has taken the above-mentioned requirements into account when signing the Agreement and for the purpose of planning the adaptations in the Premises and specifications of the Lessor's Works and the Lessee's Works.
12.3 The Lessor undertakes to your company with respect to its proposed operations insign, on or about at the Premises, including, without limitationLessee's request, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies document and/or application which may be required for the purpose of obtaining the business license and/or other permit required for the operation of the business by virtue of any new permits law and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, subject to the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any law insofar as required from it as owner of the Hazardous Materials disclosed Premises and on condition that the signature as aforesaid does not impose any liability of any kind whatsoever on it.
12.4 Without derogating from the aforesaid, the Lessee undertakes to run its business and comply with all the requirements under The Business Licensing Law 5728 - 1968, to obtain any license and permit required by law for the purpose of running the Lessee's business at the Premises in accordance with the purpose of the Lease, and to renew it every year or every other period as required by law.
12.5 The Lessee shall be liable for civil and/or criminal liability in any event of commission of offenses and/or breaches of the law in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt Premises, unless the offense and/or approval of such certificate. Tenant further agrees that none breach of the following described acts or events law in the Premises were committed by the Lessor and/or the Management Company and/or any person on its behalf. Criminal liability shall be construed or otherwise interpreted imposed on the Lessee only insofar as either (a) excusingpursuant to law the Lessee is liable for criminal liability. However, diminishing or otherwise limiting Tenant this will not derogate from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy obligation of the representations and statements made therein or Lessee to ensure indemnify the Lessor and/or the Management Company in respect of any expenses and/or fine to be imposed on them in respect of any offense committed in the Premises, exclusive of offenses as aforesaid that Tenant is were committed by the Lessor and/or the Management Company and/or any person on its behalf.
12.6 The Lessee shall bear by itself any payment, levy, Betterment Levy in compliance with all Environmental Laws; (i) respect of exceptional use, fine and/or penalty imposed in respect of running the delivery business and/or the use of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant the Lessee and/or its employees and/or agents and/or customers without a permit or Tenant’s Representatives. Notwithstanding while derogating from the foregoing permit, or anything contrary to the Urban Building Plan, or contrary contained hereinto any law, whether imposed on the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon Lessor or the statements, representations, warranties, and certifications made herein and Management Company or imposed on the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, Lessee.
12.7 None of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and contents of this Agreement nor any act or certificate or consent on behalf of the (proposed) Tenant, certify, represent and warrant that Lessor shall be deemed to be the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary Lessor's authorization for the Landlord (identified below) Lessee to evaluate use the Premises and/or to run businesses therein without a permit and/or while deviating therefrom and/or contrary to any law.
12.8 It is agreed that failure to obtain any license whatsoever required for the Lessee to run its business in the Premises or the revocation of the license as aforesaid shall not release the Lessee from any undertaking whatsoever of its undertakings pursuant to this Agreement, unless the failure to obtain the license and/or revocation thereof is caused by negligence of the Lessor and finalize it is not possible to make use of the Premises for the Purpose of the Lease due to the failure to obtain a lease agreement license as aforesaid. Non-use of the Premises at the time of commencement of the Term of Lease due to failure to obtain any license, certificate or permit, by the Lessee, shall not derogate from the Lessee's undertakings to pay the Lessor the Rental Fees, Management Fees and any other payment which the Lessee is obliged to pay pursuant to this Agreement. The Lessee hereby renounces any contention of frustration, justification, or any other contention in connection with you failure to obtain a license or certificate or the disqualification or revocation thereof as Tenant. After aforesaid, unless the failure to obtain the license is due to a lease agreement is signed by you negligent act and/or omission of the Lessor.
12.9 The provisions of sections 12.1, 12.3, 12.4, and 12.8 above shall be deemed fundamental and principal provisions of this Agreement and the Landlord (breach thereof by the “Lease Lessee shall constitute a fundamental breach of the Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Offices Lease Agreement (Terayon Communication Systems)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ___)_____________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) TenantTENANT: By: :___________________________________ Title: :________________________________ Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) :_________________________________ EXHIBIT F FIRST AMENDMENT TO LEASE AGREEMENT CHANGE OF COMMENCEMENT DATE This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease Agreement”"Amendment") is made and entered into to be effective as of ___________________, by and between ____________________________ ("LANDLORD"), on an annual basis in accordance AND ________________________ ("TENANT"), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Samples: Lease Agreement (Ditech Corp)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about 15.01. Landlord warrants that the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is Premises are in compliance with all Environmental Laws; applicable Mexican laws. As a condition to Tenant's obligation to pay Rent hereunder and to be bound by the other terms of this Lease, Landlord warrants that as of the commencement date of this Lease and throughout the Terxx xx this Lease and. the renewal term thereof Landlord shall have with respect to the premises all applicable permits, land use. licenses, occupational health and safety measures applicable to the building, industrial zoning designations, preliminary environmental reports for construction, occupancy permits and licenses, and all other federal, state, and municipal permits, licenses, reports, designations, and authorizations usually required to be maintained by Landlords under Mexican law necessary to allow Tenant, its successors and permitted assigns, lawfully to carry out Tenant's operations with respect to the Permitted Use at the premises (i) except for permits with respect to the delivery labor, IMMEX program, import and export, environmental reports and permits relating to Tenant's operations statistics, Social Security, Infonavit, SARIAFORE, tax, and foreign investments, within the authority of the municipal, state or federal government, which permits shall be the responsibility of Tenant). If any of such certificate permits, licenses, designations, or authorizations (except for permits with respect to labor, IMMEX program, import and export, environmental reports and permits relating to 'Tenant's operation statistics, Social Security., lnfonavit, SAR/AFOR.E, tax, and foreign investments, within the authority of the municipal, state or federal government which permits shall be the responsibility of Tenant) are not obtained by Landlord and Tenant is unable to continue operating because of Landlord's failure to have such permits, then Tenant shall provide Landlord with. a written notice of such default and Landlord shall have 30 days to take all actions deemed necessary or appropriate by Tenant to cure such default. If such actions are not taken within such 30 day period, then (a) Landlord shall indemnify Tenant from all damages, losses, costs, claims, and liabilities caused thereby; and (b) Tenant may at any time upon notice in writing to Landlord and/or Landlord’s acceptance of terminate this Lease, without the need for a judicial decision therefore, in which event Tenant shall be released from all obligations hereunder (except for such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, obligations which may survive termination of the Lease Agreement. I (print name) ________________________, acting with full authority pursuant to bind the (proposed) Tenant and on behalf express provisions of the (proposedLease). In addition, if for any reason any of said permits, licenses, reports, designations, or authorizations required to be maintained by Landlord(except for permits with respect to labor, IMMEX program, import and export, environmental reports and permits relating to Tenant's operations, statistics, Social Security, Infonavit, SAR/AFORE, tax, and foreign investments, within the authority of the municipal, state or federal government which permits shall be the responsibility of Tenant) are, through no act or omission of Tenant, certifyrevoked, represent modified, suspended, conditioned, or in any way changed so that Tenant, its successors and warrant that assigns, are prohibited or restricted at any time during the information contained Lease Term or the renewal term from carrying out their intended operations as described in this certificate is true Lease at the premises, then in such event only, Tenant shall provide Landlord with a written notice of such default and correctLandlord shall have 30 days to take all actions deemed. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided necessary or appropriate by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) Tenant to evaluate and finalize a lease agreement with you as Tenantcure such default. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which If such actions are not otherwise defined hereintaken within such 30 day period, then Tenant shall have the same meaning ascribed right to terminate this Lease without the need for a judicial decision therefore, by notifying Landlord in writing thereof, in which event Tenant shall be released from all. obligations hereunder (except for such term in obligations which may survive termination of the Lease Agreementpursuant to express provisions of the Lease). Any questions regarding In the event of any such termination pursuant to the provisions of this certificate should be directed tosection 15.01, Landlord shall return any prepaid rentals to Tenant Upon Tenant's request, Landlord agrees to furnish Tenant with true and correct copies of the permits, licenses, reports, designations, and/or authorizations referred to above and proof that they are in full force and effect. Furthermore, as and when pending items are obtained, and as and when completeditems are renewed, replaced or extended, Landlord shall also furnish true and correct copies of the certificate should be delivered to: corresponding permit, license, report, designation, authorization, renewal, replacement or extension. Upon Landlord: DWF III Xxxxx Xxxxxx's request, LLC c/o Divco West Real Estate ServicesTenant agrees to furnish Landlord with true and correct copies of any permits, Inc. 000 Xxxxxx Xxxxxxlicenses, 00xx Xxxxx Xxx Xxxxxxxxxreports, XX 00000 Attndesignations and/or authorizations applicable to establishing. that Tenant's operations at the Premises are in compliance with applicable laws.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. This should not be interpreted as a relief of tenant’s responsibility to follow environmental laws and best practices so as not to impact the property by the use of the disclosed materials. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________), acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) TenantTENANT: LI-CYCLE INC., a Delaware corporation By: Title: Date: 7782265_1.docx InitiallyIRREVOCABLE CLEAN LETTER OF CREDIT DATE OF ISSUE: , 20 CREDIT NUMBER: DATE AND PLACE OF EXPIRY: AT OUR COUNTERS BENEFICIARY: TC/P Xxxxxxx Gateway, LLC x/x Xxxxxxxxx Xxxx Xxxxxx Xxxxxxxxx, XXX Xxxxxxxxxx X000 — MRI #128010 000 Xxxx Xxxxxx Xxx Xxxxxx, Xxxx 00000-0000 Attn: Senior Operations Manager APPLICANT: LI-CYCLE INC. UP TO AN AGGREGATE AMOUNT OF FOUR HUNDRED FIFTY THOUSAND AND NO/100THS DOLLARS ($450,000.00) DEAR SIRS: BY ORDER OF OUR CLIENT, LI-CYCLE INC., WE HEREBY OPEN OUR CLEAN IRREVOCABLE LETTER OF CREDIT NO. IN YOUR FAVOR FOR AN AMOUNT NOT TO EXCEED IN THE AGGREGATE FOUR HUNDRED FIFTY THOUSAND AND NO/100THS DOLLARS ($450,000.00) EFFECTIVE IMMEDIATELY. PARTIAL DRAWS SHALL BE PERMITTED. FUNDS UNDER THIS LETTER OF CREDIT ARE AVAILABLE TO YOU AGAINST YOUR DRAFT ON US MENTIONING THEREON “DRAWN UNDER BANK, [CITY], [STATE], LETTER OF CREDIT NO. .” A SIGHT DRAFT SUBMITTED TO US BY BENEFICIARY IS TO BE ACCOMPANIED BY A CERTIFICATE FROM BENEFICIARY STATING THAT BENEFICIARY HAS THE RIGHT TO DRAW UPON THIS LETTER OF CREDIT BASED UPON THE TERMS OF THE LEASE DATED . WE AGREE TO PAY ANY SIGHT DRAFT AND TO GIVE NOTICE OF DISCREPANCIES ON THE DATE OF PRESENTATION AND, FURTHER, WE WAIVE ANY RIGHT TO WAIT FIVE BANKING DAYS PURSUANT TO ARTICLE 16 OF THE ICC UNIFORM CUSTOMS AND PRACTICE FOR DOCUMENTARY CREDITS (2007 REVISION). THIS LETTER OF CREDIT SHALL EXPIRE , 20 HOWEVER, IT IS A CONDITION OF THIS LETTER OF CREDIT THAT IT SHALL BE DEEMED AUTOMATICALLY EXTENDED, FROM TIME TO TIME, WITHOUT AMENDMENT, FOR ONE YEAR FROM THE EXPIRY DATE HEREOF AND FROM EACH AND EVERY FUTURE EXPIRY DATE, UNLESS AT LEAST THIRTY (30) DAYS PRIOR TO ANY EXPIRY DATE WE SHALL NOTIFY YOU BY REGISTERED MAIL THAT WE ELECT NOT TO CONSIDER THIS LETTER OF CREDIT RENEWED FOR ANY SUCH ADDITIONAL PERIOD. THIS LETTER OF CREDIT IS TRANSFERABLE IN ITS ENTIRETY OR IN ONE OR MORE PORTIONS TO ANY TRANSFEREE OR TRANSFEREES WHO SHALL BE IDENTIFIED IN YOUR WRITTEN TRANSFER REQUEST, ISSUED SUBSTANTIALLY IN THE FORM ATTACHED. UPON PRESENTATION OF YOUR WRITTEN TRANSFER REQUEST AND THIS LETTER OF CREDIT ACCOMPANIED BY OUR TRANSFER FEES IN THE AMOUNT OF USD $100.00, WE SHALL FORTHWITH ISSUE OUR IRREVOCABLE ADVICE OF TRANSFER TO THE DESIGNATED TRANSFEREE OR TRANSFEREES FOR THE UNUSED PORTION HEREOF. EACH ADVICE OF TRANSFER ISSUED UPON SUCH TRANSFER MAY BE SUCCESSIVELY TRANSFERRED IN THE SAME MANNER. ALL TRANSFER OR OTHER FEES SHALL BE PAID BY APPLICANT. WE HEREBY IRREVOCABLY ENGAGE WITH YOU THAT THOSE DRAFTS AND/OR DOCUMENTS DRAWN IN CONFORMITY WITH THE TERMS OF THIS CREDIT WILL BE FULLY HONORED ON PRESENTATION TO: [INSERT ADDRESS OF BANK] EXCEPT AS OTHERWISE EXPRESSLY STATED, THIS LETTER OF CREDIT IS SUBJECT TO THE INTERNATIONAL STANDBY PRACTICES (ISP98), INTERNATIONAL CHAMBER OF COMMERCE, PUBLICATION NO. 590. IN THE EVENT OF ANY CONFLICT, THE LAWS AND COURTS OF THE STATE OF ARIZONA SHALL APPLY. VERY TRULY YOURS, BY: BY: AUTHORIZED SIGNATURE AUTHORIZED SIGNATURE INSTRUCTIONS FOR TRANSFER OF LETTER OF CREDIT NO. [Name of Bank] Date: We enclose the information provided original of Letter of Credit No. issued to us. As the beneficiary of the Letter of Credit, we hereby irrevocably transfer to: all of our rights to draw up to an aggregate sum of $ under the Letter of Credit, subject to the same terms and conditions. By this transfer, all of our rights in such Letter of Credit are transferred to the transferee [up to the amount above] and the transferee shall have the sole rights as beneficiary thereof. Any amendments hereafter made to the Letter of Credit need not be advised to or approved by us before being advised to the transferee. Please notify the transferee, in such form as you in deem appropriate, of the terms and conditions of the Credit as transferred, by [indicate mail or special courier]. I hereby certify that I am duly authorized to execute this Hazardous Materials Disclosure Certificate is necessary for the Landlord Instruction. [NAME OF BENEFICIARY OF LOC] By: Name: Title: In consideration of, and as an inducement to TC/P GILBERT GATEWAY, LLC, a Delaware limited liability company (identified below“Landlord”) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord enter that certain Commercial Industrial Lease Agreement of even date herewith (the “Lease AgreementLease”) with LI-CYCLE, INC., a Delaware corporation (“Tenant”) for approximately 138,949 RSF located within the building located at 0000 Xxxx Xxxxxxxx Xxxx, Gilbert, Arizona, 85296, and in further consideration of the premises and other good and valuable consideration, the receipt of which is hereby acknowledged, the undersigned (“Guarantor”), hereby guarantees, absolutely and unconditionally, to Landlord the full and prompt performance of all terms, covenants, conditions and agreements to be performed and observed by Tenant under the Lease and any and all amendments, modifications and other instruments relating thereto, whether now or hereafter existing, and the full and prompt payment of all damages, costs and expenses which shall at any time be recoverable by Landlord from Tenant by virtue of the Lease and any amendments, modifications and other instruments relating thereto (hereinafter called “Liabilities of Tenant”); and Guarantor hereby covenants and agrees to and with Landlord, its successors and assigns, that if an Event of Default (as defined in the Lease) in the payment of Rent (as defined in the Lease), or any other sums or charges payable by Tenant under the Lease or in the performance by Tenant of any of the terms, covenants, provisions or conditions contained in the Lease, Guarantor will forthwith pay to Landlord, its successors and assigns, the Rent and other sums and charges and will forthwith faithfully perform and fulfill all of such terms, covenants, conditions and provisions of the Lease and will forthwith faithfully pay to Landlord all damages that may arise in consequence of any such Event of Default by Tenant. Guarantor agrees that, with or without notice or demand, Guarantor will reimburse Landlord, to the extent that such reimbursement is not made by Tenant, for all expenses (including reasonable attorneys’ fees and disbursements) incurred by Landlord in connection with any Event of Default by Tenant under the Lease or the default by Guarantor under this Guaranty. All moneys available to Landlord for application in payment or reduction of the Liabilities of Tenant may be applied by Landlord, in such manner and in such amounts and at such time or times as it may see fit, to the payment or reduction of such of the Liabilities of Tenant as Landlord may elect. This Guaranty shall be a continuing guaranty, and the liability of the Guarantor hereunder shall in no way be affected, modified or diminished by reason that any security for the Liabilities of Tenant is exchanged, surrendered or released or the Lease or any other obligation of Tenant is changed, altered, renewed, extended, continued, surrendered, compromised, waived or released in whole or in part, or that any default with respect thereto is waived, whether or not notice thereof is given to Guarantor, and it is understood and agreed that Landlord may fail to set off and may release, in whole or in part, any credit on its books in favor of Tenant, and may extend further credit in any manner whatsoever to Tenant, and generally deal with Tenant or any such security as Landlord may see fit; and Guarantor shall remain bound under this Guaranty notwithstanding any such exchange, surrender, release, change, alteration, renewal, extension, continuance, comprise, waiver, inaction, extension of further credit or other dealing. Notwithstanding any provision to the contrary contained herein, Guarantor hereby unconditionally and irrevocably waives (a) any and all rights of subrogation (whether arising under contract, 11 U.S.C. § 509 or otherwise) to the claims, whether existing now or arising hereafter, Landlord may have against Tenant, and (b) any and all rights of reimbursement, contribution or indemnity against Tenant which may have heretofore arisen or may hereafter arise in connection with any guaranty or pledge or grant of any lien or security interest made in connection with the Lease. Guarantor hereby acknowledges that the waiver contained in the preceding sentence (the “Subrogation Waiver”) is given as an annual basis inducement to Landlord to enter into the Lease and, in consideration of Landlord’s willingness to enter into the Lease, Guarantor agrees not to amend or modify in any way the Subrogation Waiver without Landlord’s prior written consent. Nothing herein contained is intended or shall be construed to give to Guarantor any rights of subrogation or right to participate in any way in Landlord’s right, title or interest in the Lease, notwithstanding any payments made by Guarantor to or toward any payments due from Guarantor under this Guaranty, all such rights of subrogation and participation being hereby expressly waived and released. Guarantor hereby expressly waives (a) notice of acceptance of this Guaranty; (b) presentment and demand for payment of any of the Liabilities of Tenant; (c) protest and notice of dishonor or default to Guarantor or to any other party with respect to any of the Liabilities of Tenant; (d) all other notice to which Guarantor might otherwise be entitled; (e) any law requiring Landlord to institute an action against any other party (including, without limitation, Tenant) in order to institute an action or obtain a judgment against Guarantor, as well as any suretyship laws, and (f) any demand for payment under this Guaranty; and Guarantor hereby expressly agrees that the validity of this Guaranty and the obligations of Guarantor hereunder shall not be terminated, affected or impaired by reason of the assertion or the failure to assert by Landlord against Tenant, or Tenant’s successors and assigns, of any of the rights or remedies reserved to Landlord pursuant to provisions of the Lease. This is an absolute and unconditional guaranty of payment and not of collection and Guarantor further waives any right to require that any action be brought against Tenant or any other person or entity or to require that resort be had to any security or to any balance of any deposit account or credit on the books of Landlord in favor of Tenant or any other person or entity. Successive recoveries may be had hereunder. No invalidity, irregularity or unenforceability of all or any part of the Lease shall affect, impair or be a defense to this Guaranty and this Guaranty shall constitute a primary obligation of the undersigned. Each reference herein to Landlord shall be deemed to include its successors and assigns, in whose favor the provisions of this Guaranty shall also inure. Each reference herein to Guarantor shall be deemed to include the successors and assigns of Guarantor, all of whom shall be bound by the provisions of this Guaranty. No delay on the part of Landlord in exercising any rights hereunder or failure to exercise the same shall operate as a waiver of such rights; no notice to or demand on Guarantor shall be deemed to be a waiver of the obligation of Guarantor or of the right of Landlord to take further action without notice or demand as provided herein; nor in any event shall any modification or waiver of the provisions of this Guaranty nor any termination hereof be effective unless in writing signed by Landlord, nor shall any waiver be applicable except in the specific instance for which given. This Guaranty shall continue to be effective or be reinstated, as the case maybe, if any payment of Guarantor on account of the Liabilities of Tenant must be returned by Landlord upon the insolvency, bankruptcy or reorganization of Tenant, Guarantor, or otherwise, as though such payment had not been made. This Guaranty is, and shall be deemed to be, a contract entered into under and pursuant to the laws of the State of Arizona and shall be in all respects governed, construed, applied and enforced in accordance with the Lease Agreementlaws of the State of Arizona; and no defense given or allowed by the laws of any other state or country shall be interposed in any action or proceeding hereon unless such defense is also given or allowed by the laws of the State of Arizona. In any action or proceeding arising out of this Guaranty, you are Guarantor agrees to provide an update submit to personal jurisdiction in the information initially provided by you in this certificateState of Arizona. Any Guarantor agrees to pay all costs and all capitalized terms used hereinexpenses, including, without limitation, reasonable attorneys’ fees, which are not otherwise defined herein, shall have the same meaning ascribed to such term incurred by Landlord in the enforcement of this Guaranty. This Guaranty may be executed in one or more counterparts, each of which counterparts shall be an original. All of Landlord’s rights and remedies under the Lease Agreementor under this Guaranty are intended to be distinct, separate and cumulative and no such right and remedy therein or herein mentioned is intended to be in exclusion of or a waiver of any of the others. Any questions regarding As a further inducement to Landlord to accept the Lease and in consideration thereof Landlord and Guarantor covenant and agree that in any action or proceeding brought on, under or by virtue of this certificate should be directed toGuaranty, Landlord and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnGuarantor shall and do hereby waive trial by jury.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Commercial Industrial Lease Agreement (Li-Cycle Holdings Corp.)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 30 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________DAVIX X. XXXK, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) TenantTENANT: By: /S/ DAVIX X. XXXK ----------------------------------- Title: VICE PRESIDENT, RETAIL -------------------------------- Date: 7782265_1.docx InitiallyFEBRUARY 3, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) 1998 --------------------------------- INITIALS: LESSEE: DSR LESSOR: EXHIBIT F FIRST AMENDMENT TO LEASE AGREEMENT CHANGE OF COMMENCEMENT DATE This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease Agreement”"Amendment") is made and entered into to be effective as of _________, by and between LINCOLN COLISEUM DISTRIBUTION CENTER, A California Limited Partnership ("Landlord"), on an annual basis in accordance and Intelligent Systems for Retail, a California corporation, dba ISR ("Tenant"), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Samples: Lease Agreement (Webvan Group Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Eire Xxxxxxx XX XxXxxxxx Companies 00 Xxxxxxx Xxxxxxxxx, Xxxxx #000 Xxx Xxxx, XX 00000 Attn.00000-0000 Phone: Property Management Name of (Prospective) Tenant000)000-0000 Escrow Officer: Miramar Labs Mailing AddressXxx Xxxxxxx Phone: (000)000-0000 Email: Xxxxxxxx@xxxxxxx.xxx Title Officer: Xxxx X. Xxxxxx Phone: (000)000-0000 Owner: Sequoia M & M LLC Property: 000 Xxxxx Xxx Xxxxxxxx Xxxxxx, Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsXX
Appears in 1 contract
Samples: Lease Agreement (Linkedin Corp)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx InitiallyExhibit E, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) Page 3 Table of Contents Exhibit F First Amendment To Lease Agreement Change of Commencement Date This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease AgreementAmendment”) is made and entered into to be effective as of , 20 by and between LEGACY PARTNERS I SAN XXXX, LLC, a Delaware limited liability company (“Landlord”), on an annual basis in accordance and , a (“Tenant”), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Samples: Lease Agreement
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) TenantTENANT: By: --------------------------------- Title: --------------------------------- Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years---------------------------------
Appears in 1 contract
Samples: Lease Agreement (Pri Automation Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________Mick Merge, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Lease Agreement (Pri Automation Inc)
Permits and Licenses. 9.1 Attach copies (a) The FCC Licenses held by the Borrower and its Subsidiaries constitute all of all Hazardous Materials the licenses, permits and licenses including other authorizations issued by the FCC that are necessary for the Borrower and its Subsidiaries to conduct their business in the manner in which it is currently being conducted.
(b) All FCC Licenses relating to the business of the Borrower and its Subsidiaries are in full force and effect, valid for the balance of the license terms normally applicable to radio stations licensed to the states in which the stations are licensed, and are not subject to any conditions outside the ordinary course. The stations subject to such FCC Licenses are operating, and have been operated since their construction or acquisition by the Borrower or any of its Subsidiaries, in material compliance with the Communications Act, the FCC's rules, regulations and written policies promulgated thereunder and with the terms of the FCC Licenses. As of the Closing Date, (i) neither the Borrower nor any Subsidiary has received any notice of apparent liability, notice of violation, order to show cause or other writing from the FCC that may lead to any liability or sanction by the FCC and (ii) there is no proceeding pending by or before the FCC relating to the Borrower or any Subsidiary or any station, nor, to the best knowledge of the Borrower or any Subsidiary, is any such proceeding threatened and no complaint or investigation is pending or threatened by or before the FCC (other than rulemaking proceedings of general applicability to which the Borrower and its Subsidiaries and the stations are not parties). The Borrower and its Subsidiaries have timely filed all required reports and notices with the FCC and have paid all amounts due in timely fashion on account of fees and charges to the FCC.
(c) All FCC Licenses relating to the business of the Borrower and its Subsidiaries (except, to the extent elected by the Borrower, FCC Licenses that are owned solely by one or more of the Excluded Foreign Subsidiaries and relate solely to the business conducted by any of the Excluded Foreign Subsidiaries) are held by one or more Broadcast License Subsidiaries.
(d) Other than exceptions to any of the following that could not, individually or in the aggregate, reasonably be expected to have a Transporter Permit number issued Material Adverse Effect (or, in the case of Environmental Permits, result in the payment of a Material Environmental Amount) (i) each of the Borrower and its Subsidiaries has obtained and holds all Permits required for any property owned, leased or otherwise operated by or on behalf of, or for the benefit of, such Person and for the operation of each of its businesses as presently conducted and as proposed to your company with respect to be conducted, (ii) all such Permits are in full force and effect, and each of the Borrower and its proposed operations Subsidiaries has performed and observed all requirements of such Permits, (iii) no event has occurred which allows or results in, on or about after notice or lapse of time would allow or result in, revocation or termination by the Premisesissuer thereof or in any other impairment of the rights of the holder of any such Permit, including(iv) none of such Permits contain any restrictions, either individually or in the aggregate, that are materially burdensome to the Borrower or any of its Subsidiaries, or to the operation of any of their respective businesses or any property owned, leased or otherwise operated by such Person, (v) each of the Borrower and its Subsidiaries reasonably believes that each of its Permits will be timely renewed and complied with, without limitationmaterial expense, and that any additional Permits that may be required of such Person will be timely obtained and complied with, without material expense, and (vi) the Borrower has no knowledge or reason to believe that any Governmental Authority is considering limiting, suspending, revoking or renewing on materially burdensome terms any such Permit.
(e) No consent or authorization of, filing with or Permit from, or other act by or in respect of, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate Governmental Authority is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization execution, delivery, performance, validity or enforceability of a Lease this Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions other Loan Documents other than FCC approval of the Lease Agreement; transfer of FCC Licenses to Broadcast License Subsidiaries, which (except in the case of FCC Licenses owned solely by one or more of the Excluded Foreign Subsidiaries and (C) that Tenant shall have and retain full and complete responsibility and liability with respect relating solely to the business conducted by any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant Excluded Foreign Subsidiaries that the information contained in this certificate is true and correct. (ProspectiveBorrower has not transferred to a Broadcast License Subsidiary) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attnhas been obtained.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) )_______________________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) TenantTENANT: Phase Metrics, Inc., a Delaware Corporation By: :_________________________________ Title: :______________________________ Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years:_______________________________
Appears in 1 contract
Samples: Lease Agreement (Phase Metrics Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________Tenant hereby certifies, acting with full authority to bind the (proposed) Tenant represents and on behalf of the (proposed) Tenant, certify, represent and warrant warrants that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease AgreementAmendment”) is made and entered into to be effective as of , 20 by and between LEGACY PARTNERS I SAN XXXX, LLC, a Delaware limited liability company (“Landlord”), on an annual basis in accordance and Endwave Corporation, a Delaware corporation (“Tenant”), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Samples: Lease Agreement (GigOptix, Inc.)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ____)____________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) TenantTENANT: By: :__________________________________ Title: :_______________________________ Date: 7782265_1.docx Initially:________________________________ ADDENDUM 1 OPTION TO EXTEND THE LEASE This Addendum 1 ("Addendum") is incorporated as a part of that certain Lease Agreement dated August 18, 1998 (the information provided "Lease"), by you in this Hazardous Materials Disclosure Certificate is necessary and between Lincoln-Whitehall Pacific, LLC, a Delaware limited liability company ("Landlord") and DITECH Corporation, a California corporation ("Tenant") for the Landlord (identified below) leasing of certain premises located 000 X. Xxxxxxxxxxx Xxxx, Xxxx X, Xxxxxxxx Xxxx, Xxxxxxxxxx as more particularly described in EXHIBIT A to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease (the “Lease Agreement”"Premises"), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are herein and not otherwise defined herein, herein shall have the same meaning ascribed to such term terms as set forth in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnLease.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Lease Agreement (Ditech Corp)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. .
I (print name) and _________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) TenantTENANT: ByExodus Communications, Inc., a Delaware corporation BY: TitleNAME: DateTITLE: 7782265_1.docx InitiallyBY: NAME: TITLE: DATE: EXHIBIT E TENANT'S INITIAL HAZARDOUS MATERIALS DISCLOSURE CERTIFICATE SEE ATTACHED EXHIBIT F MEMORANDUM OF LEASE AND OPTION TO PURCHASE RECORDING REQUESTED BY AND WHEN RECORDED, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) RETURN TO: Legacy Partners Commercial, Inc. 30 Xxxxxxxxx Xxxx, Xxxxx 000 Xxxxxx, Xxxxxxxxxx 00000 Attention: Portfolio Manager MEMORANDUM OF LEASE AND OPTION TO PURCHASE This Memorandum of Lease and Option to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Purchase (the “Lease Agreement”"Memorandum") is made this ___________ day of March , 1999 between LINCOLN-RECP CM-ES OPCO, LLC, a Delaware limited liability company ("Landlord"), on an annual basis in accordance with the Lease Agreementand EXODUS COMMUNICATIONS, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used hereinINC., which are not otherwise defined hereina Delaware corporation ("Tenant"), shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearswho agree as follows:
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name Table of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsContents
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants lessees should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord Lessor in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant Lessee shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s Lessor's receipt and/or approval of such certificate. Tenant Lessee further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant Lessee from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Lessee's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon LandlordLessor, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord Lessor to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant Lessee is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord Lessor and/or Landlord’s Lessor's acceptance of such certificate, (ii) Landlord’s Lessor's review and approval of such certificate, (iii) Landlord’s Lessor's failure to obtain such certificate from Tenant Lessee at any time, or (iv) Landlord’s Lessor's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant Lessee or Tenant’s Lessee's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord Lessor and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant Lessee and on behalf of the (proposed) TenantLessee, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: TENANT By: :_________________________ Title: :______________________ Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years:_______________________
Appears in 1 contract
Samples: Lease Agreement (Phase Metrics Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnities and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s Landlords review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Tenants Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________.
I, Dave Kline , acting with full authority to bind authxxxxx xx xind the (proposed) Tenant tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: Competitive Communication, Inc., a California Corporation By: Title/s/David Kline Dave Klxxx Xxxx: Date: 7782265_1.docx Initially7-27-99 ADDENDUM I to Lease Agreement Additional Lease Provisions This Addendum I is incorporated as part of that certain Lease Agreement dated July 21, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord 1999 (the “Lease Agreement”"Lease"), on an annual basis in accordance with by and between Competitive Communication, Inc., a California Corporation ("Tenant") and RIVERSIDE BUSINESS CENTER, a California Limited Partnership (*Landlord") for leasing of those premises located at 3751 Merced Drive, Suites A, B & C, Xxxxxxxxx, XX 00000 xx xxxx xxxxxxxxxxxx xxxxxxxxx xx Exhibit to the Lease Agreement, you are to provide an update to (the information initially provided by you in this certificate"Premises*). Any capitalized term used herein and all capitalized terms used herein, which are not otherwise defined herein, herein shall have the same meaning ascribed to such term terms as set forth in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnLease.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached attach thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties and certifications made herein and the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives, may, and will rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) )____________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) TenantTENANT: By: :_____________________________________ Title: _________________________________ Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) _________________________________ FIRST AMENDMENT TO LEASE AGREEMENT This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease Agreement”"Amendment") is made to be effective as of October 1, 2002 (the "Amendment Effective Date"), on an annual basis in accordance by and between MILPITAS INDUSTRIAL PROPERTIES, INC., A DELAWARE CORPORATION ("Landlord"), and VIKO TECHNOLOGY INC., A CALIFORNIA CORPORATION, DBA ADAPTIVE ELECTRONICS ("Tenant"), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attnfollowing facts.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) TenantSYNPLICITY, INC., a California corporation By: Name: Title: By: Name: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years:
Appears in 1 contract
Samples: Lease Agreement (Synplicity Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease AgreementAmendment”) is made and entered into to be effective as of ,20 ,xx and between Legacy Partners I SJ Fontanoso, LLC, a Delaware limited liability company (“Landlord”), on an annual basis in accordance and VNUS Medical Technologies, Inc., a Delaware corporation (“Tenant”), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies (a) Metrocall or its appropriate Subsidiaries hold all material approvals, licenses, permits, registrations and similar type authorizations necessary for the lawful ownership, lease, operation, use or maintenance of all Hazardous Materials permits its properties and licenses including a Transporter Permit number issued to your company with respect to the lawful conduct of its proposed operations in, on or about the Premisesbusiness as now conducted, including, without limitation, any wastewater discharge permitsthose issued under or pursuant to the Communications Act, air emissions permitsthe FCC Regulations and the Telecommunications Laws (collectively, the "Metrocall Permits"). All Metrocall Permits are validly issued and use permits in full force and effect, except as would not, individually or approvalsin the aggregate, have a Metrocall Material Adverse Effect. Existing Tenants should attach copies Each of any new permits Metrocall and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate its Subsidiaries is being delivered in connection with, and as required by, Landlord compliance in connection all respects with the evaluation terms and finalization conditions of each Metrocall Permit, except where the failure to be in compliance would not, individually or in the aggregate, have a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate Metrocall Material Adverse Effect. There is being delivered not pending, or to the knowledge of Metrocall, threatened, any action by or before any governmental or regulatory authority to revoke, suspend, cancel, rescind, or modify in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with any material respect to any of the Hazardous Materials disclosed Metrocall Permits. Metrocall has timely made all regulatory filings required, and paid all fees, assessments and contribution requirements imposed, by any governmental authority, and all such filings and the calculation of such fees, are accurate in all material respects, except where the failure to make such filing or pay such fees or assessments would not, individually or in the Hazardous aggregate, have a Metrocall Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or Adverse Effect.
(b) imposing upon LandlordSection 4.23(b) of the Metrocall Disclosure Schedule contains a true and complete list of all Metrocall Permits issued to Metrocall or any of its Subsidiaries by the FCC (the "Metrocall FCC Licenses") and all pending applications for Metrocall Permits that would be Metrocall FCC Licenses, directly if issued or indirectly, any duty or liability with respect granted. No such Metrocall FCC License is subject to any such Hazardous Materials, including, without limitation, restriction or condition which would limit in any duty on Landlord to investigate or otherwise verify material respect the accuracy full operation of the representations business of Metrocall and statements made therein its Subsidiaries as now operated, other than those restrictions or to ensure that Tenant is conditions routinely imposed in compliance conjunction with such FCC Licenses. The Metrocall FCC Licenses are in good standing, are in full force and effect in all Environmental Laws; (i) the delivery material respects and are not materially impaired by any act or omission of such certificate to Landlord and/or Landlord’s acceptance of such certificateMetrocall, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any timeits Subsidiaries, or (iv) Landlord’s actual any of their respective officers, directors, or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attnemployees.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Merger Agreement (Arch Wireless Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord Lessor in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of SECTION 29 of the Lease Agreement; and (C) that Tenant Tenant/Lessee shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLessor's/Tenant’s 's receipt and/or approval of such certificate. Tenant Lessee further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant Lessee from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord Lessor to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant Lesse is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s Lessor's review and approval of such certificate, (iii) Landlord’s Lessor's failure to obtain such certificate from Tenant Lessee at any time, or (iv) Landlord’s Lessor's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant Lessee or Tenant’s Lessee's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord Lessor and its it partners, lenders and representatives may, and will, will rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. .
I (( print name) ______________________________________, acting with full authority to bind the (proposed) Tenant Lessee and on behalf of the (proposed) TenantLessee, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) TenantTENANT: By: ------------------------------------ INITIAL ------- Title: /s/ PHC --------------------------------- Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years----------------------------------
Appears in 1 contract
Samples: Lease Addendum (Xcarenet Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusingSeller has all permits, diminishing or otherwise limiting Tenant licenses, waivers and authorizations (other than FCC Licenses, but including licenses, authorizations and certificates of public convenience and necessity from applicable state and local authorities) which are necessary for Seller to conduct the requirement Business in the manner in which it is presently being conducted (collectively, "LICENSES"), except for those Licenses the absence of which would not be material to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant Business. Seller is in compliance with the terms of and has duly performed its obligations under such Licenses in all Environmental Laws; material respects. There is no pending or, to the Knowledge of Seller, threatened application, petition, objection or other pleading with any Governmental Authority (other than the FCC) which challenges or questions the validity of, or any rights of the holder under, any material License (other than an FCC License).
(b) (i) Seller is financially and otherwise qualified to hold the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, Station FCC Licenses; (ii) Landlord’s review and approval of such certificate, Seller holds all FCC Licenses required by the Communications Act; (iii) Landlord’s failure except as set forth in Schedule 4.09(b)(iii), Seller is not aware of any facts or circumstances relating to obtain such certificate from Tenant at any time, or Seller that would prevent the FCC's granting the requisite consent to the FCC Form 314 Assignment of License Application to be filed with respect to the transactions contemplated by this Agreement; (iv) Landlord’s actual Seller is in material compliance with all FCC Licenses held by it; and (v) there is not pending or, to the Knowledge of Seller, threatened any application, petition, objection or constructive knowledge other pleading with the FCC or other Governmental Authority which challenges the validity of, or any rights of the types holder under, any Station FCC License.
(c) All notices, reports, forms and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about other statements required to be filed by Seller with the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything FCC relating to the contrary contained herein, the undersigned acknowledges Station and agrees that Landlord have been filed and its partners, lenders are complete and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof correct in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you all material respects as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attnfiled.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Asset Purchase Option Agreement (WTNH Broadcasting Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; ;
(i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: /s/ XXXXXX X. XXXX Title: Executive Vice President of Operations, Finance and Administration, and Chief Financial Officer Date: 7782265_1.docx Initially6/30/2003 This ADDENDUM NO. 1 (this “Addendum”) is made in connection with and is a part of that certain Lease, the information provided dated as of June 12, 2003, by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize between Shoreline Park, LLC, a lease agreement with you Delaware limited liability company, as Tenant. After Landlord, and Omnicell, Inc., a lease agreement is signed by you and the Landlord Delaware corporation (the “Lease AgreementLease”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Lease Agreement (Omnicell Inc /Ca/)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. This should not be interpreted as a relief of tenant’s responsibility to follow environmental laws and best practices so as not to impact the property by the use of the disclosed materials. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________), acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) TenantTENANT: LI-CYCLE INC., a Delaware corporation By: Title: Date: 7782265_1.docx InitiallyIRREVOCABLE CLEAN LETTER OF CREDIT DATE OF ISSUE: , 20 CREDIT NUMBER: DATE AND PLACE OF EXPIRY: AT OUR COUNTERS BENEFICIARY: TC/P Gilbert Gateway, LLC x/x Xxxxxxxxx Xxxx Xxxxxx Xxxxxxxxx, XXX Xxxxxxxxxx X000 — MRI #128010 000 Xxxx Xxxxxx Xxx Xxxxxx, Xxxx 00000-0000 Attn: Senior Operations Manager APPLICANT: LI-CYCLE INC. UP TO AN AGGREGATE AMOUNT OF FOUR HUNDRED FIFTY THOUSAND AND NO/100THS DOLLARS ($450,000.00) DEAR SIRS: BY ORDER OF OUR CLIENT, LI-CYCLE INC., WE HEREBY OPEN OUR CLEAN IRREVOCABLE LETTER OF CREDIT NO. IN YOUR FAVOR FOR AN AMOUNT NOT TO EXCEED IN THE AGGREGATE FOUR HUNDRED FIFTY THOUSAND AND NO/100THS DOLLARS ($450,000.00) EFFECTIVE IMMEDIATELY. PARTIAL DRAWS SHALL BE PERMITTED. FUNDS UNDER THIS LETTER OF CREDIT ARE AVAILABLE TO YOU AGAINST YOUR DRAFT ON US MENTIONING THEREON “DRAWN UNDER BANK, [CITY], [STATE], LETTER OF CREDIT NO. .” A SIGHT DRAFT SUBMITTED TO US BY BENEFICIARY IS TO BE ACCOMPANIED BY A CERTIFICATE FROM BENEFICIARY STATING THAT BENEFICIARY HAS THE RIGHT TO DRAW UPON THIS LETTER OF CREDIT BASED UPON THE TERMS OF THE LEASE DATED . WE AGREE TO PAY ANY SIGHT DRAFT AND TO GIVE NOTICE OF DISCREPANCIES ON THE DATE OF PRESENTATION AND, FURTHER, WE WAIVE ANY RIGHT TO WAIT FIVE BANKING DAYS PURSUANT TO ARTICLE 16 OF THE ICC UNIFORM CUSTOMS AND PRACTICE FOR DOCUMENTARY CREDITS (2007 REVISION). THIS LETTER OF CREDIT SHALL EXPIRE , 20 HOWEVER, IT IS A CONDITION OF THIS LETTER OF CREDIT THAT IT SHALL BE DEEMED AUTOMATICALLY EXTENDED, FROM TIME TO TIME, WITHOUT AMENDMENT, FOR ONE YEAR FROM THE EXPIRY DATE HEREOF AND FROM EACH AND EVERY FUTURE EXPIRY DATE, UNLESS AT LEAST THIRTY (30) DAYS PRIOR TO ANY EXPIRY DATE WE SHALL NOTIFY YOU BY REGISTERED MAIL THAT WE ELECT NOT TO CONSIDER THIS LETTER OF CREDIT RENEWED FOR ANY SUCH ADDITIONAL PERIOD. THIS LETTER OF CREDIT IS TRANSFERABLE IN ITS ENTIRETY OR IN ONE OR MORE PORTIONS TO ANY TRANSFEREE OR TRANSFEREES WHO SHALL BE IDENTIFIED IN YOUR WRITTEN TRANSFER REQUEST, ISSUED SUBSTANTIALLY IN THE FORM ATTACHED. UPON PRESENTATION OF YOUR WRITTEN TRANSFER REQUEST AND THIS LETTER OF CREDIT ACCOMPANIED BY OUR TRANSFER FEES IN THE AMOUNT OF USD $100.00, WE SHALL FORTHWITH ISSUE OUR IRREVOCABLE ADVICE OF TRANSFER TO THE DESIGNATED TRANSFEREE OR TRANSFEREES FOR THE UNUSED PORTION HEREOF. EACH ADVICE OF TRANSFER ISSUED UPON SUCH TRANSFER MAY BE SUCCESSIVELY TRANSFERRED IN THE SAME MANNER. ALL TRANSFER OR OTHER FEES SHALL BE PAID BY APPLICANT. WE HEREBY IRREVOCABLY ENGAGE WITH YOU THAT THOSE DRAFTS AND/OR DOCUMENTS DRAWN IN CONFORMITY WITH THE TERMS OF THIS CREDIT WILL BE FULLY HONORED ON PRESENTATION TO: [INSERT ADDRESS OF BANK] EXCEPT AS OTHERWISE EXPRESSLY STATED, THIS LETTER OF CREDIT IS SUBJECT TO THE INTERNATIONAL STANDBY PRACTICES (ISP98), INTERNATIONAL CHAMBER OF COMMERCE, PUBLICATION NO. 590. IN THE EVENT OF ANY CONFLICT, THE LAWS AND COURTS OF THE STATE OF ARIZONA SHALL APPLY. VERY TRULY YOURS, BY: BY: AUTHORIZED SIGNATURE AUTHORIZED SIGNATURE INSTRUCTIONS FOR TRANSFER OF LETTER OF CREDIT NO. [Name of Bank] Date: We enclose the information provided original of Letter of Credit No. issued to us. As the beneficiary of the Letter of Credit, we hereby irrevocably transfer to: all of our rights to draw up to an aggregate sum of $ under the Letter of Credit, subject to the same terms and conditions. By this transfer, all of our rights in such Letter of Credit are transferred to the transferee [up to the amount above] and the transferee shall have the sole rights as beneficiary thereof. Any amendments hereafter made to the Letter of Credit need not be advised to or approved by us before being advised to the transferee. Please notify the transferee, in such form as you in deem appropriate, of the terms and conditions of the Credit as transferred, by [indicate mail or special courier]. I hereby certify that I am duly authorized to execute this Hazardous Materials Disclosure Certificate is necessary for the Landlord Instruction. [NAME OF BENEFICIARY OF LOC] By: Name: Title: In consideration of, and as an inducement to TC/P XXXXXXX GATEWAY, LLC, a Delaware limited liability company (identified below“Landlord”) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord enter that certain Commercial Industrial Lease Agreement of even date herewith (the “Lease AgreementLease”) with LI-CYCLE, INC., a Delaware corporation (“Tenant”) for approximately 138,949 RSF located within the building located at 0000 Xxxx Xxxxxxxx Xxxx, Gilbert, Arizona, 85296, and in further consideration of the premises and other good and valuable consideration, the receipt of which is hereby acknowledged, the undersigned (“Guarantor”), hereby guarantees, absolutely and unconditionally, to Landlord the full and prompt performance of all terms, covenants, conditions and agreements to be performed and observed by Tenant under the Lease and any and all amendments, modifications and other instruments relating thereto, whether now or hereafter existing, and the full and prompt payment of all damages, costs and expenses which shall at any time be recoverable by Landlord from Tenant by virtue of the Lease and any amendments, modifications and other instruments relating thereto (hereinafter called “Liabilities of Tenant”); and Guarantor hereby covenants and agrees to and with Landlord, its successors and assigns, that if an Event of Default (as defined in the Lease) in the payment of Rent (as defined in the Lease), or any other sums or charges payable by Tenant under the Lease or in the performance by Tenant of any of the terms, covenants, provisions or conditions contained in the Lease, Guarantor will forthwith pay to Landlord, its successors and assigns, the Rent and other sums and charges and will forthwith faithfully perform and fulfill all of such terms, covenants, conditions and provisions of the Lease and will forthwith faithfully pay to Landlord all damages that may arise in consequence of any such Event of Default by Tenant. Guarantor agrees that, with or without notice or demand, Guarantor will reimburse Landlord, to the extent that such reimbursement is not made by Tenant, for all expenses (including reasonable attorneys’ fees and disbursements) incurred by Landlord in connection with any Event of Default by Tenant under the Lease or the default by Guarantor under this Guaranty. All moneys available to Landlord for application in payment or reduction of the Liabilities of Tenant may be applied by Landlord, in such manner and in such amounts and at such time or times as it may see fit, to the payment or reduction of such of the Liabilities of Tenant as Landlord may elect. This Guaranty shall be a continuing guaranty, and the liability of the Guarantor hereunder shall in no way be affected, modified or diminished by reason that any security for the Liabilities of Tenant is exchanged, surrendered or released or the Lease or any other obligation of Tenant is changed, altered, renewed, extended, continued, surrendered, compromised, waived or released in whole or in part, or that any default with respect thereto is waived, whether or not notice thereof is given to Guarantor, and it is understood and agreed that Landlord may fail to set off and may release, in whole or in part, any credit on its books in favor of Tenant, and may extend further credit in any manner whatsoever to Tenant, and generally deal with Tenant or any such security as Landlord may see fit; and Guarantor shall remain bound under this Guaranty notwithstanding any such exchange, surrender, release, change, alteration, renewal, extension, continuance, comprise, waiver, inaction, extension of further credit or other dealing. Notwithstanding any provision to the contrary contained herein, Guarantor hereby unconditionally and irrevocably waives (a) any and all rights of subrogation (whether arising under contract, 11 U.S.C. § 509 or otherwise) to the claims, whether existing now or arising hereafter, Landlord may have against Tenant, and (b) any and all rights of reimbursement, contribution or indemnity against Tenant which may have heretofore arisen or may hereafter arise in connection with any guaranty or pledge or grant of any lien or security interest made in connection with the Lease. Guarantor hereby acknowledges that the waiver contained in the preceding sentence (the “Subrogation Waiver”) is given as an annual basis inducement to Landlord to enter into the Lease and, in consideration of Landlord’s willingness to enter into the Lease, Guarantor agrees not to amend or modify in any way the Subrogation Waiver without Landlord’s prior written consent. Nothing herein contained is intended or shall be construed to give to Guarantor any rights of subrogation or right to participate in any way in Landlord’s right, title or interest in the Lease, notwithstanding any payments made by Guarantor to or toward any payments due from Guarantor under this Guaranty, all such rights of subrogation and participation being hereby expressly waived and released. Guarantor hereby expressly waives (a) notice of acceptance of this Guaranty; (b) presentment and demand for payment of any of the Liabilities of Tenant; (c) protest and notice of dishonor or default to Guarantor or to any other party with respect to any of the Liabilities of Tenant; (d) all other notice to which Guarantor might otherwise be entitled; (e) any law requiring Landlord to institute an action against any other party (including, without limitation, Tenant) in order to institute an action or obtain a judgment against Guarantor, as well as any suretyship laws, and (f) any demand for payment under this Guaranty; and Guarantor hereby expressly agrees that the validity of this Guaranty and the obligations of Guarantor hereunder shall not be terminated, affected or impaired by reason of the assertion or the failure to assert by Landlord against Tenant, or Tenant’s successors and assigns, of any of the rights or remedies reserved to Landlord pursuant to provisions of the Lease. This is an absolute and unconditional guaranty of payment and not of collection and Guarantor further waives any right to require that any action be brought against Tenant or any other person or entity or to require that resort be had to any security or to any balance of any deposit account or credit on the books of Landlord in favor of Tenant or any other person or entity. Successive recoveries may be had hereunder. No invalidity, irregularity or unenforceability of all or any part of the Lease shall affect, impair or be a defense to this Guaranty and this Guaranty shall constitute a primary obligation of the undersigned. Each reference herein to Landlord shall be deemed to include its successors and assigns, in whose favor the provisions of this Guaranty shall also inure. Each reference herein to Guarantor shall be deemed to include the successors and assigns of Guarantor, all of whom shall be bound by the provisions of this Guaranty. No delay on the part of Landlord in exercising any rights hereunder or failure to exercise the same shall operate as a waiver of such rights; no notice to or demand on Guarantor shall be deemed to be a waiver of the obligation of Guarantor or of the right of Landlord to take further action without notice or demand as provided herein; nor in any event shall any modification or waiver of the provisions of this Guaranty nor any termination hereof be effective unless in writing signed by Landlord, nor shall any waiver be applicable except in the specific instance for which given. This Guaranty shall continue to be effective or be reinstated, as the case maybe, if any payment of Guarantor on account of the Liabilities of Tenant must be returned by Landlord upon the insolvency, bankruptcy or reorganization of Tenant, Guarantor, or otherwise, as though such payment had not been made. This Guaranty is, and shall be deemed to be, a contract entered into under and pursuant to the laws of the State of Arizona and shall be in all respects governed, construed, applied and enforced in accordance with the Lease Agreementlaws of the State of Arizona; and no defense given or allowed by the laws of any other state or country shall be interposed in any action or proceeding hereon unless such defense is also given or allowed by the laws of the State of Arizona. In any action or proceeding arising out of this Guaranty, you are Guarantor agrees to provide an update submit to personal jurisdiction in the information initially provided by you in this certificateState of Arizona. Any Guarantor agrees to pay all costs and all capitalized terms used hereinexpenses, including, without limitation, reasonable attorneys’ fees, which are not otherwise defined herein, shall have the same meaning ascribed to such term incurred by Landlord in the enforcement of this Guaranty. This Guaranty may be executed in one or more counterparts, each of which counterparts shall be an original. All of Landlord’s rights and remedies under the Lease Agreementor under this Guaranty are intended to be distinct, separate and cumulative and no such right and remedy therein or herein mentioned is intended to be in exclusion of or a waiver of any of the others. Any questions regarding As a further inducement to Landlord to accept the Lease and in consideration thereof Landlord and Guarantor covenant and agree that in any action or proceeding brought on, under or by virtue of this certificate should be directed toGuaranty, Landlord and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnGuarantor shall and do hereby waive trial by jury.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Commercial Industrial Lease Agreement (Li-Cycle Holdings Corp.)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease AgreementAmendment”) is made and entered into to be effective as of , by and between AMB PROPERTY, L.P., a Delaware limited partnership (“Landlord”), on an annual basis in accordance and NUANCE COMMUNICATIONS, INC, a California corporation (“Tenant”), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusingThe Term Collateral Agent, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant for itself and on behalf of the other Term Claimholders, (proposedi) Tenantconsents to the grant by the Borrower or any other Grantor to the ABL Collateral Agent of a non-exclusive royalty-free license to use any Intellectual Property of such Grantor that is subject to a Lien held by the Term Collateral Agent and (ii) grants, certifyin its capacity as a Claimholder and to the extent of its rights and interests therein, represent to the ABL Collateral Agent a non-exclusive royalty-free license to use any Intellectual Property constituting Term Priority Collateral that is subject to a Senior Lien held by the Term Collateral Agent (and, as applicable, to Dispose of any such Intellectual Property that is embedded in or otherwise integral to any Inventory, to the extent the Grantor owning such Inventory would Dispose of such Intellectual Property in connection with the Disposition of such Inventory), in each case in connection with the Exercise of Secured Creditor Remedies of any Lien held by the ABL Collateral Agent upon any Inventory or other ABL Priority Collateral of any Grantor and warrant to the extent the use of such Intellectual Property is necessary or appropriate, in the good faith opinion of the ABL Collateral Agent, to process, ship, produce, store, complete, supply, lease, sell or otherwise Dispose of any such Inventory or other ABL Priority Collateral in any lawful manner in connection with such Exercise of Secured Creditor Remedies.
(b) The Term Collateral Agent, for itself and on behalf of the other Term Claimholders, agrees that if the information contained ABL Collateral Agent shall require rights available under any permit or license controlled by the Term Collateral Agent or any other Term Claimholder in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initiallyconnection with the Exercise of Secured Creditor Remedies, the information provided Term Collateral Agent or such other Term Claimholder shall take all such actions as shall be reasonably available to it (at the sole cost and expense of the Grantors), consistent with applicable law, and as shall be reasonably requested by you the ABL Collateral Agent to make such rights available to the ABL Collateral Agent, subject to the Term Liens. The ABL Collateral Agent, for itself and on behalf of the other ABL Claimholders, agrees that if the Term Collateral Agent shall require rights available under any permit or license controlled by the ABL Collateral Agent or any other ABL Claimholder in this Hazardous Materials Disclosure Certificate is necessary for connection with the Landlord Exercise of Secured Creditor Remedies, the ABL Collateral Agent or such other ABL Claimholder shall take all such actions as shall be reasonably available to it (identified belowat the sole cost and expense of the Grantors), consistent with applicable law, and as shall be reasonably requested by the Term Collateral Agent to make such rights available to the Term Collateral Agent, subject to the ABL Liens.
(c) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you The Term Collateral Agent and the Landlord (other Term Claimholders may not sell, assign or otherwise transfer the “Lease Agreement”)Term Priority Collateral unless the purchaser, on an annual basis in accordance with assignee or transferee thereof agrees to be bound by the Lease Agreement, you are to provide an update to the information initially provided by you in provisions of this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnSection 3.10.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusingThe Term Collateral Agent, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant for itself and on behalf of the other Term Claimholders, (proposedi) Tenantconsents to the grant by the Company or any other Grantor to the ABL Collateral Agent of a non-exclusive royalty-free license to use any Intellectual Property of such Grantor that is subject to a Lien held by the Term Collateral Agent and (ii) grants, certifyin its capacity as a Claimholder and to the extent of its rights and interests therein, represent to the ABL Collateral Agent a non-exclusive royalty-free license to use any Intellectual Property constituting Term Priority Collateral that is subject to a Senior Lien held by the Term Collateral Agent (and, as applicable, to Dispose of any such Intellectual Property that is embedded in or otherwise integral to any Inventory, to the extent the Grantor owning such Inventory would Dispose of such Intellectual Property in connection with the Disposition of such Inventory), in each case in connection with the Exercise of Secured Creditor Remedies of any Lien held by the ABL Collateral Agent upon any Inventory or other ABL Priority Collateral of any Grantor and warrant to the extent the use of such Intellectual Property is necessary or appropriate, in the good faith opinion of the ABL Collateral Agent, to process, ship, produce, store, complete, supply, lease, sell or otherwise Dispose of any such Inventory or other ABL Priority Collateral in any lawful manner in connection with such Exercise of Secured Creditor Remedies.
(b) The Term Collateral Agent, for itself and on behalf of the other Term Claimholders, agrees that if the information contained ABL Collateral Agent shall require rights available under any permit or license controlled by the Term Collateral Agent or any other Term Claimholder in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initiallyconnection with the Exercise of Secured Creditor Remedies, the information provided Term Collateral Agent or such other Term Claimholder shall take all such actions as shall be reasonably available to it (at the sole cost and expense of the Grantors), consistent with applicable law, and as shall be reasonably requested by you the ABL Collateral Agent to make such rights available to the ABL Collateral Agent, subject to the Term Liens. The ABL Collateral Agent, for itself and on behalf of the other ABL Claimholders, agrees that if the Term Collateral Agent shall require rights available under any permit or license controlled by the ABL Collateral Agent or any other ABL Claimholder in this Hazardous Materials Disclosure Certificate is necessary for connection with the Landlord Exercise of Secured Creditor Remedies, the ABL Collateral Agent or such other ABL Claimholder shall take all such actions as shall be reasonably available to it (identified belowat the sole cost and expense of the Grantors), consistent with applicable law, and as shall be reasonably requested by the Term Collateral Agent to make such rights available to the Term Collateral Agent, subject to the ABL Liens.
(c) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you The Term Collateral Agent and the Landlord (other Term Claimholders may not sell, assign or otherwise transfer the “Lease Agreement”)Term Priority Collateral unless the purchaser, on an annual basis in accordance with assignee or transferee thereof agrees to be bound by the Lease Agreement, you are to provide an update to the information initially provided by you in provisions of this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnSection 3.10.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
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Permits and Licenses. 9.1 Attach copies (a) Except as set forth in Section 3.14(a) of the Seller Disclosure Schedule, each business of the Company and each of its Subsidiaries has been conducted in compliance (i) with all Hazardous Materials applicable federal, state and local laws, statutes, ordinances, rules, regulations, published rulings, published written interpretations, judgments, orders, injunctions, decrees, arbitration awards, licenses or permits and licenses including a Transporter Permit number issued the respective rules and regulations thereunder of any Governmental Entity of competent jurisdiction and all applicable orders and directives of regulatory authorities and orders resulting from examinations of regulatory authorities, in each case relating only to your company with respect to its proposed operations inthose regulations regulating the business and products of insurance premium financing, on or about the Premisesand commercial and consumer lending, including, without limitation, Article 24.14 of the Texas Insurance Code, the Fair Debt Collection Practices Act, the Truth-In-Lending Act, the Fair Credit Billing Act, the Equal Credit Opportunity Act, the Fair Credit Reporting Act, the Electronic Funds Transfer Act, the USA Patriot Act and the Xxxxx-Xxxxx-Xxxxxx Act (collectively, “Laws”) and (ii) in all material respects, with all other laws and all applicable orders and directives of all regulatory authorities in the respective jurisdictions in which such businesses have been conducted not related to the Laws. Without limiting the generality of the foregoing, except as set forth in Section 3.14 of the Seller Disclosure Schedule, (i) there is no pending or, to the Knowledge of the Sellers, threatened (nor any wastewater discharge permitsgrounds for any), air emissions permitsinvestigation, review or charge by any regulatory authority alleging that any of the Company or its Subsidiaries has violated any material Laws; (ii) each of the Company and its Subsidiaries has been duly authorized by the relevant state regulatory authorities to conduct its premium financing activities and other lending activities in the jurisdictions in which it conducts its business; and (iii) the Company and its Subsidiaries have filed all reports required to be filed with any regulatory authority, except in the case of clause (iii), where the failure to file such reports would not have a Material Adverse Effect. None of the Company or its Subsidiaries are subject to any order or decree of any regulatory authority relating to any material licenses or material permits of the Company and its Subsidiaries and neither the Company nor any Subsidiary of the Company has engaged in any activity that would reasonably be expected to cause revocation or suspension of any license or other permit and no action or proceeding contemplating the revocation or suspension of any license or permit is pending or, to the Knowledge of the Sellers, threatened. 21
(i) Except set forth on Section 3.14(b) of the Seller Disclosure Schedule, all premium finance agreements and other loan agreements in effect as of the date hereof that have been entered into by the Company and its Subsidiaries, or that have been purchased by the Company or its Subsidiaries and any and all marketing materials relating thereto, are, to the extent required under applicable Laws, on forms approved by applicable regulatory authorities, if required, which, if required, have been filed and not objected to by such authorities within the period provided for objection (the “Company Forms”), and use permits (ii) the Company Forms comply in all material respects with the statutes, regulations, and rules applicable thereto, contain all necessary disclosures in the manner required, and, as to interest rates established by the Company and its Subsidiaries that are required to be filed with or approvals. Existing Tenants should attach copies approved by regulatory authorities, the rates have been so filed or approved, the interest rates charged conform thereto in all material respects, and such interests rates comply with the Laws and the regulations and rules applicable thereto.
(c) Except as set forth in Section 3.14(c) of any new the Seller Disclosure Schedule, the Company and each of its Subsidiaries have all permits and licenses as well as any renewals of permits or licenses previously issuedrequired under the Laws. The undersigned hereby acknowledges businesses of the Company and agrees that each of its Subsidiaries have been and are being conducted in compliance in all material respects with all such permits and licenses. All such permits and licenses are in full force and effect.
(Ad) this Hazardous Materials [Intentionally Omitted] (e) Except as set forth in Section 3.14(e) of the Seller Disclosure Certificate Schedule, no material change is being delivered required in connection withthe Company’s or any of its Subsidiaries’ processes, and as required byproperties, Landlord practices or procedures in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance withany non-compliance with any Laws, and the Company has not received any written notice or communication of any noncompliance with any Laws that have not been cured as required byof the date hereof. Notwithstanding the generality of the foregoing, the provisions Company and each of the Lease Agreement; its Subsidiaries have in place policies and (C) that Tenant shall have and retain full and complete responsibility and liability procedures with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of themselves and their brokers, distributors and agents intended to assure that their sales processes and practices are not materially inconsistent with Laws governing such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully practices and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives mayprocesses, and willwhere there has been any material inconsistency, rely upon the statementssuch material inconsistency has been cured, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, resolved or settled through agreements with applicable Governmental Entities or Persons affected thereby or is barred by all applicable statutes of the Lease Agreementlimitations or other equitable principles. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn3.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) _________)_______________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) TenantTENANT: By: --------------------------------- Title: --------------------------------- Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) --------------------------------- EXHIBIT F FIRST AMENDMENT TO LEASE AGREEMENT CHANGE OF COMMENCEMENT DATE This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease Agreement”"Amendment") is made and entered into to be effective as of ___________________, by and between ____________________________ ("Landlord"), on an annual basis in accordance and __________________________ ("Tenant"), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Samples: Lease Agreement (Pri Automation Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitations, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. \\\\\ continued on next page I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years:
Appears in 1 contract
Samples: Lease Agreement (Loudcloud Inc)
Permits and Licenses. 9.1 Attach copies (a) Arch or its appropriate Subsidiaries hold all material approvals, licenses, permits, registrations and similar type authorizations necessary for the lawful ownership, lease, operation, use or maintenance of all Hazardous Materials permits its properties and licenses including a Transporter Permit number issued to your company with respect to the lawful conduct of its proposed operations in, on or about the Premisesbusiness as now conducted, including, without limitation, any wastewater discharge permitsthose issued under or pursuant to the Communications Act, air emissions permitsthe FCC Regulations and the Telecommunications Laws (collectively, the "Arch Permits"). All Arch Permits are validly issued and use permits in full force and effect, except as would not, individually or approvalsin the aggregate, have an Arch Material Adverse Effect. Existing Tenants should attach copies Each of any new permits Arch and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate its Subsidiaries is being delivered in connection with, and as required by, Landlord compliance in connection all respects with the evaluation terms and finalization conditions of a Lease Agreement and will each Arch Permit, except where the failure to be attached thereto as in compliance would not, individually or in the aggregate, have an exhibit; (B) that this Hazardous Materials Disclosure Certificate Arch Material Adverse Effect. There is being delivered not pending, or to the knowledge of Arch, threatened, any action by or before any governmental or regulatory authority to revoke, suspend, cancel, rescind, or modify in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with any material respect to any of the Hazardous Materials disclosed Arch Permits. Arch has timely made all regulatory filings required, and paid all fees, assessments and contribution requirements imposed, by any governmental authority, and all such filings and the calculation of such fees, are accurate in all material respects, except where the failure to make such filing or pay such fees or assessments would not, individually or in the Hazardous aggregate, have an Arch Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or Adverse Effect.
(b) imposing upon LandlordSection 3.23(b) of the Arch Disclosure Schedule contains a true and complete list of all Arch Permits issued to Arch or any of its Subsidiaries by the FCC (the "Arch FCC Licenses") and all pending applications for Arch Permits that would be Arch FCC Licenses, directly if issued or indirectly, any duty or liability with respect granted. No such Arch FCC License is subject to any such Hazardous Materials, including, without limitation, restriction or condition which would limit in any duty on Landlord to investigate or otherwise verify material respect the accuracy full operation of the representations business of Arch and statements made therein its Subsidiaries as now operated, other than those restrictions or to ensure that Tenant is conditions routinely imposed in compliance conjunction with such FCC Licenses. The Arch FCC Licenses are in good standing, are in full force and effect in all Environmental Laws; (i) the delivery material respects and are not materially impaired by any act or omission of such certificate to Landlord and/or Landlord’s acceptance of such certificateArch, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any timeits Subsidiaries, or (iv) Landlord’s actual any of their respective officers, directors, or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attnemployees.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Merger Agreement (Arch Wireless Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Leased Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate Questionnaire is being delivered in connection with, and as required by, to Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 6.1(a) of the Lease Agreement; Lease, and (CB) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate this Questionnaire notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificatethis Questionnaire. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of Landlord and compliance with all Hazardous Materials Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Hazardous Materials Laws; : (i) the delivery of such certificate Questionnaire to Landlord and/or Landlord’s acceptance of such certificateQuestionnaire, (ii) Landlord’s review and approval of such certificateQuestionnaire, (iii) Landlord’s failure to obtain such certificate Questionnaire from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Leased Premises by Tenant or Tenant’s Representativesrepresentatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders lenders, agents and representatives may, and will, rely upon the statements, representations, warranties, warranties and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the termTerm of the Lease, and any renewals thereof. I, of the Lease Agreement. I (print name) ____________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, hereby certify, represent and warrant that the information contained in this certificate Questionnaire is true and correct. (Prospective) TenantEXAR CORPORATION, a Delaware corporation By: ByName: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years20____
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease Agreement”"Amendment") is made and entered into to be effective as of _________________________, by and between _____________________________ ("Landlord"), on an annual basis in accordance and ________________________ ("Tenant"), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Samples: Lease Agreement (Abaxis Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s RepresentativesResponsible Parties. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease AgreementAmendment”) is made and entered into to be effective as of [*], 201[*], by and between WESTCORE XXX, LLC, a Delaware limited liability company (“Landlord”), on an annual basis in accordance and AMBARELLA CORPORATION, a Delaware corporation (“Tenant”), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Samples: Lease Agreement (Ambarella Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnities and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s Landlords review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Tenants Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________.
I, Xxxx Xxxxx , acting with full authority to bind the (proposed) Tenant tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx InitiallyADDENDUM I to Lease Agreement Additional Lease Provisions This Addendum I is incorporated as part of that certain Lease Agreement dated July 21, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord 1999 (the “Lease Agreement”"Lease"), on an annual basis by and between Competitive Communication, Inc., a California Corporation ("Tenant") and RIVERSIDE BUSINESS CENTER, a California Limited Partnership (*Landlord") for leasing of those premises located at 0000 Xxxxxx Xxxxx, Xxxxxx X, X & X, Xxxxxxxxx, XX 00000 as more particularly described in accordance with Exhibit to the Lease Agreement, you are to provide an update to (the information initially provided by you in this certificate"Premises*). Any capitalized term used herein and all capitalized terms used herein, which are not otherwise defined herein, herein shall have the same meaning ascribed to such term terms as set forth in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnLease.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Lease Agreement (Third Enterprise Service Group Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: SPANSION INC., a Delaware corporation By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease Agreement”"Amendment") is made and entered into to be effective as of _________________________, by and between Xxxxx VAF No Cal Properties, L.P., a Delaware limited partnership ("Landlord"), on an annual basis in accordance and Spansion Inc., a Delaware corporation ("Tenant"), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Samples: Lease Agreement (Spansion Inc.)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenants indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, time or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Tenants Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) TenantTENANT: By: ------------------------------ Title: ------------------------------ Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years------------------------------
Appears in 1 contract
Samples: Lease Agreement (New Focus Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsTENANT:
Appears in 1 contract
Samples: Lease Agreement (Abaxis Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________Tenant hereby certifies, acting with full authority to bind the (proposed) Tenant represents and on behalf of the (proposed) Tenant, certify, represent and warrant warrants that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the [ * ] = Certain confidential information provided by you contained in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate document, marked by brackets, has been omitted and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance filed separately with the Lease AgreementSecurities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attnas amended.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Lease Agreement (Endwave Corp)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: ELECTROGLAS, INC. By: Title: Date: 7782265_1.docx InitiallyThis ADDENDUM NO. 1 (this “Addendum”) is made in connection with and is a part of that certain Lease, dated as of February 7, 2005 (the information provided “Lease”), by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize between 5729 Fontanoso Way, LLC, a lease agreement with you Delaware limited liability company, as Landlord, and Electroglas, Inc., a Delaware corporation, as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are All capitalized terms referred to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, Addendum shall have the same meaning ascribed to such term as provided in the Lease, except as expressly provided to the contrary in this Addendum. In case of any conflict between any term or provision of the Lease Agreement. Any questions regarding and this certificate should be directed toAddendum, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attnthis Addendum shall control.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Lease Agreement (Electroglas Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: DO NOT SIGN Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years:
Appears in 1 contract
Samples: Lease Agreement (Gsi Group Inc)
Permits and Licenses. 9.1 Attach Tenant shall, at its sole cost and expense, obtain, keep in full force and effect or cause to be so obtained or kept, and, upon Landlord’s request, promptly deliver copies to Landlord of any and all Hazardous Materials permits necessary permits, licenses, certificates (including temporary or permanent certificates of occupancy) or other authorizations required in connection with the lawful operation of each Building, all Building Equipment, the use, occupancy and licenses including management of each Individual Property and the signs thereat (and if any such permit, license, certificate or other authorization shall be customarily obtained by or required, by any Governmental Authority, to be obtained by, in the name of, or maintained by Landlord, then Landlord, within five (5) Business Days of Tenant’s written request and at Tenant’s sole cost and expense, shall execute and deliver to Tenant such documents as are required to enable Tenant to apply for and/or maintain on behalf of Landlord such permit, license, certificate or other authorization, as applicable, during the Term for the benefit of Tenant (and, if requested by Tenant, shall cooperate, at Tenant’s sole cost and expense, with Tenant in obtaining or maintaining any such permit, license, certificate or other authorization). For purposes of clarification, such permits, licenses, certificates and other authorizations required to be obtained and delivered by Tenant shall not be deemed to include any of the same required to be obtained by any subtenant, licensee or other user of the Property or any contractor performing services at the Property; provided that Tenant shall require such parties to obtain the same in any agreement Landlord enters into with any such party, respectively, and Tenant agrees to exercise its remedies under any such agreement, as determined by Tenant in its prudent business judgment, in connection with a Transporter Permit number issued failure of such other party to your company with respect obtain or maintain the same. Notwithstanding the foregoing, to its proposed operations inthe extent the failure of any party to obtain a required permit, license, certificate or other authorization has a material adverse effect on or about any portion of the Premises, Property Portfolio (including, without limitation, a sale, capitalization or financing relating to the Property Portfolio or any wastewater discharge Individual Property) or results in a lien, claim or other proceeding against the Property Portfolio or any portion thereof, or Landlord, Tenant shall promptly obtain such permit, license, certificate or other authorization and resolve any such lien, claim or other proceeding. Tenant shall indemnify, defend and hold harmless Landlord from any and all Claims arising out of any failure by any party to obtain and maintain any required permit, license, certificate or other authorization. Upon the expiration or sooner termination of the Term, Tenant shall promptly deliver all permits, air emissions permitslicenses, certificates and use permits authorizations to Landlord which relate to the Property Portfolio and which were obtained by or approvals. Existing Tenants should attach copies of any new permits issued to Tenant and licenses as well as any renewals of permits are then in force, together with an assignment or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect conveyance thereof to any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any in such Hazardous Materials, including, without limitation, any duty on form and substance as Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attnreasonably require.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx InitiallyThis exhibit, the information provided by you in this Hazardous Materials Disclosure Certificate entitled “Sign Criteria”, is necessary and shall constitute Exhibit G to that certain Lease Agreement dated for the Landlord (identified below) to evaluate and finalize a lease agreement with you reference purposes as Tenant. After a lease agreement is signed by you and the Landlord of April 29, 2010 (the “Lease AgreementLease”), on by and between Xxxxx VAF No Cal Properties, L.P., a Delaware limited partnership (“Landlord”) and Meru Networks, Inc., a Delaware corporation (“Tenant”) for the leasing of certain premises located at 000 Xxxx Xxxxx, Sunnyvale, California (the “Premises”). These criteria have been established for the purpose of assuring an annual basis in accordance with outstanding business complex and for the Lease Agreement, you are to provide an update to the information initially provided by you in this certificatemutual benefits of all tenants. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should Conformance will be directed tostrictly enforced, and when completed, any installed non-conforming or unapproved signs must be brought into conformance at the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attnexpense of the tenant.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Lease Agreement (Meru Networks Inc)
Permits and Licenses. 9.1 Attach copies (a) The FCC Licenses held by the Borrower and its Subsidiaries constitute all of all Hazardous Materials the material licenses, permits and licenses including other authorizations issued by the FCC that are necessary for the Borrower and its Subsidiaries to conduct their business in the manner in which it is currently being conducted.
(b) All material FCC Licenses relating to the business of the Borrower and its Subsidiaries are in full force and effect. As of the Closing Date, (i) neither the Borrower nor any Subsidiary has received any notice of apparent liability, notice of violation, order to show cause or other writing from the FCC that may lead to any material liability or sanction by the FCC and (ii) there is no proceeding pending by or before the FCC relating to the Borrower or any Subsidiary or any Station, nor, to the best knowledge of the Borrower or any Subsidiary, is any such proceeding threatened and no complaint or investigation is pending or threatened by or before the FCC (other than rulemaking proceedings of general applicability to which the Borrower and its Subsidiaries and the Stations are not parties). The Borrower and its Subsidiaries have timely filed all required reports and notices with the FCC and have paid all amounts due in timely fashion on account of fees and charges to the FCC except where the failure to do so could not materially adversely affect the Borrower’s or any of its Subsidiaries’ material FCC Licenses.
(c) All FCC Licenses relating to the business of the Borrower and its Subsidiaries (except, to the extent elected by the Borrower, FCC Licenses that are owned solely by one or more of the Excluded Foreign Subsidiaries and relate solely to the business conducted by any of the Excluded Foreign Subsidiaries) are held by one or more Broadcast License Subsidiaries.
(d) Other than exceptions to any of the following that could not, individually or in the aggregate, reasonably be expected to have a Transporter Permit number issued to your company with respect to Material Adverse Effect (i) each of the Borrower and its proposed operations Subsidiaries has obtained and holds all Permits required for any property owned, leased or otherwise operated by such Person and for the operation of each of its businesses as presently conducted, (ii) all such Permits are in full force and effect, and each of the Borrower and its Subsidiaries has performed all requirements of such Permits, (iii) no event has occurred which allows or results in, on or about after notice or lapse of time would allow or result in, revocation or termination by the Premisesissuer thereof or in any other impairment of the rights of the holder of any such Permit and, including(iv) none of such Permits contain any restrictions, without limitationeither individually or in the aggregate, that are materially burdensome to the Borrower or any of its Subsidiaries, or to the operation of any of their respective businesses or any property owned, leased or otherwise operated by such Person.
(e) No consent or authorization of, filing with or Permit from, or other act by or in respect of, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate Governmental Authority is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization execution, delivery, performance, validity or enforceability of a Lease this Agreement and will be attached thereto as an exhibit; the other Loan Documents other than (Bi) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions FCC approval of the Lease Agreement; transfer of FCC Licenses to Broadcast License Subsidiaries, which (except in the case of FCC Licenses owned solely by one or more of the Excluded Foreign Subsidiaries and (C) that Tenant shall have and retain full and complete responsibility and liability with respect relating solely to the business conducted by any of the Hazardous Materials disclosed in Excluded Foreign Subsidiaries that the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (aBorrower has not transferred to a Broadcast License Subsidiary) excusing, diminishing or otherwise limiting Tenant from the requirement to fully has been obtained and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of other than the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about requirement under the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees Communications Act that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance certain Loan Documents be filed with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnFCC.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Second Lien Term Loan Agreement (Spanish Broadcasting System Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) )_________________________ , acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) TenantTENANT: By: _____________________________________ Title: _____________________________________ Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to_____________________________________ INITIALS: LandlordTENANT: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn._______________ LANDLORD: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years_______________
Appears in 1 contract
Samples: Lease Agreement (Cisco Systems Inc)
Permits and Licenses. 9.1 Attach copies (a) The FCC Licenses held by the Borrower and its Subsidiaries constitute all of all Hazardous Materials the material licenses, permits and licenses including other authorizations issued by the FCC that are necessary for the Borrower and its Subsidiaries to conduct their business in the manner in which it is currently being conducted.
(b) All material FCC Licenses relating to the business of the Borrower and its Subsidiaries are in full force and effect.. As of the Closing Date, (i) neither the Borrower nor any Subsidiary has received any notice of apparent liability, notice of violation, order to show cause or other writing from the FCC that may lead to any material liability or sanction by the FCC and (ii) there is no proceeding pending by or before the FCC relating to the Borrower or any Subsidiary or any Station, nor, to the best knowledge of the Borrower or any Subsidiary, is any such proceeding threatened and no complaint or investigation is pending or threatened by or before the FCC (other than rulemaking proceedings of general applicability to which the Borrower and its Subsidiaries and the Stations are not parties). The Borrower and its Subsidiaries have timely filed all required reports and notices with the FCC and have paid all amounts due in timely fashion on account of fees and charges to the FCC except where the failure to do so could not materially adversely affect the Borrower’s or any of its Subsidiaries’ material FCC Licenses.
(c) All FCC Licenses relating to the business of the Borrower and its Subsidiaries (except, to the extent elected by the Borrower, FCC Licenses that are owned solely by one or more of the Excluded Foreign Subsidiaries and relate solely to the business conducted by any of the Excluded Foreign Subsidiaries) are held by one or more Broadcast License Subsidiaries.
(d) Other than exceptions to any of the following that could not, individually or in the aggregate, reasonably be expected to have a Transporter Permit number issued to your company with respect to Material Adverse Effect (i) each of the Borrower and its proposed operations Subsidiaries has obtained and holds all Permits required for any property owned, leased or otherwise operated by such Person and for the operation of each of its businesses as presently conducted, (ii) all such Permits are in full force and effect, and each of the Borrower and its Subsidiaries has performed all requirements of such Permits, (iii) no event has occurred which allows or results in, on or about after notice or lapse of time would allow or result in, revocation or termination by the Premisesissuer thereof or in any other impairment of the rights of the holder of any such Permit and, including(iv) none of such Permits contain any restrictions, without limitationeither individually or in the aggregate, that are materially burdensome to the Borrower or any of its Subsidiaries, or to the operation of any of their respective businesses or any property owned, leased or otherwise operated by such Person.
(e) No consent or authorization of, filing with or Permit from, or other act by or in respect of, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate Governmental Authority is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization execution, delivery, performance, validity or enforceability of a Lease this Agreement and will be attached thereto as an exhibit; the other Loan Documents other than (Bi) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions FCC approval of the Lease Agreement; transfer of FCC Licenses to Broadcast License Subsidiaries, which (except in the case of FCC Licenses owned solely by one or more of the Excluded Foreign Subsidiaries and (C) that Tenant shall have and retain full and complete responsibility and liability with respect relating solely to the business conducted by any of the Hazardous Materials disclosed in Excluded Foreign Subsidiaries that the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (aBorrower has not transferred to a Broadcast License Subsidiary) excusing, diminishing or otherwise limiting Tenant from the requirement to fully has been obtained and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of other than the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about requirement under the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees Communications Act that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance certain Loan Documents be filed with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnFCC.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: First Lien Credit Agreement (Spanish Broadcasting System Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 5.03(a) of the Lease AgreementLease; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificateCertificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; laws. Tenant further agrees that none of the following described acts or events shall excuse Tenant from its obligations under the Lease or impose on Landlord any liability with respect to Hazardous Materials: (i) the delivery of such certificate Certificate to Landlord and/or Landlordlandlord’s acceptance of such certificateCertificate, (ii) Landlord’s review and approval of such certificateCertificate, (iii) Landlordlandlord’s failure to obtain such certificate Certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representativesrepresentatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord landlord and its partners, lenders lenders, agents and representatives may:, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the termTerm of the Lease, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Industrial Real Estate Sublease (Radnor Holdings Corp)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; , (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 25(a) of the Lease AgreementLease; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificateCertificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; : (i) the delivery of such certificate Certificate to Landlord and/or Landlord’s acceptance of such certificateCertificate, (ii) Landlord’s review and approval of such certificateCertificate, (iii) Landlord’s failure to obtain such certificate Certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representativesrepresentatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders lenders, agents and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the termTerm of the Lease, and any renewals thereof. I, of the Lease Agreement. I (print name) ____________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate Certificate is true and correct. (Prospective) Tenant: PARAMETRIC SOUND CORPORATION, a Nevada corporation By: :_____________________________________ Name:___________________________________ Title: :____________________________________ Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years:____________________________________
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions emission permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’sLandlord's/Tenant’s 's receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant's indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s 's acceptance of such certificate, (ii) Landlord’s 's review and approval of such certificate, (iii) Landlord’s 's failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s 's actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s 's Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) _______)_________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (ProspectivePROSPECTIVE) TenantTENANT: By: _________________________ Title: _________________________ Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years_________________________
Appears in 1 contract
Samples: Lease Agreement (Jabil Circuit Inc)
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants lessees should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) . The undersigned further acknowledges and agrees that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Paragraph 29 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant The undersigned further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that the Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________Stevx Xxxxxx, acting xxting with full authority to bind the (proposed) Tenant and Tenaxx xxx on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) TenantTENANT: AMERIQUEST TECHNOLOGIES, INC., a Delaware Corporation By: /s/ ??? ----------------------------------- Title: CFO -------------------------------- Date: 7782265_1.docx Initially2-10-95 --------------------------------- FIRST AMENDMENT TO LEASE This First Amendment ("Amendment") is made this 19th day of June 1995 by and between Anaheim Technology Center, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord a California Limited Partnership (identified below"Landlord") to evaluate and finalize AmeriQuest Technologies, Inc., a lease agreement with you as Delaware corporation ("Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”"), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies Without limiting the generality of all Hazardous Materials permits the foregoing Section 7.02(a), the parties have agreed to the following specific procedures:
(i) To the extent permitted by law, Purchaser and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees Seller agree that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection withto the extent related to Pre-Closing Environmental Claims or Pre-Closing Environmental Cleanup Liability, Seller will undertake all remediation or other work required (within the time periods required) on or with respect to the Assets (including conducting negotiations, making notifications and as required by, Landlord in connection rendering reports with the evaluation and finalization of a Lease Agreement respect thereto) and will be attached thereto as an exhibit; retain responsibility to comply with related financial responsibility and bonding requirements and (B) Purchaser and Seller shall cooperate with the intention of implementing the foregoing.
(ii) Seller agrees that this Hazardous Materials Disclosure Certificate is being delivered in accordance withit shall use reasonable efforts to become the primary and exclusive signatory to, and as become bound by the terms of, any consent orders, consent decrees, settlements and permits required byto be issued after the Closing, in each case to the provisions extent related to Pre-Closing Environmental Claims or Pre-Closing Environmental Cleanup Liability. Seller will provide Purchaser with notice of the Lease Agreement; those situations in which Purchaser may be required to become a signatory to a consent order, consent decree, settlement or permit, and (C) that Tenant Purchaser shall have and retain full and complete responsibility and liability be given an opportunity to participate in discussions with governmental authorities related to such matters, but solely with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of those issues which may impose, or impose, obligations on Purchaser under such certificateconsent order, consent decree, settlement or permit. Tenant further Purchaser agrees that none of if Seller is unsuccessful in becoming the following described acts or events shall be construed or primary and exclusive signatory, and if Purchaser is otherwise interpreted as either (a) excusingrequired by law, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect Purchaser will become a signatory to any such Hazardous Materialsconsent orders, includingconsent decrees or settlements and will become, without limitationand maintain its status as, a signatory to any duty on Landlord permits required to investigate or otherwise verify be issued after the accuracy of the representations and statements made therein or to ensure that Tenant is Closing, in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything each case to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority extent related to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnPre-Closing Environmental Claims or Pre-Closing Environmental Cleanup Liability.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Leased Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate Questionnaire is being delivered in connection with, and as required by, to Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 6.1(a) of the Lease Agreement; and (CB) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate this Questionnaire notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificatethis Questionnaire. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, as set forth in this Lease, Xxxxxx’s indemnification of Landlord and compliance with all Governmental Requirements, or (b) imposing upon Landlord, directly or indirectly, Landlord any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; Governmental Requirements: (i) the delivery of such certificate Questionnaire to Landlord and/or Landlord’s acceptance of such certificateQuestionnaire, (ii) Landlord’s review and approval of such certificateQuestionnaire, (iii) LandlordXxxxxxxx’s failure to obtain such certificate Questionnaire from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Leased Premises by Tenant or Tenant’s Representativesrepresentatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders lenders, agents and representatives may, and will, rely upon the statements, representations, warranties, warranties and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the termTerm of the Lease, and any renewals thereof. I, of the Lease Agreement. I (print name) _________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, hereby certify, represent and warrant that the information contained in this certificate Questionnaire is true and correct. (Prospective) TenantMETAGENOMI, INC., a Delaware corporation By: ByPrinted Name: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord 20___ IRREVOCABLE STANDBY LETTER OF CREDIT NUMBER ____________ ISSUE DATE: __________________ ISSUING BANK: SILICON VALLEY BANK 0000 XXXXXX XXXXX 2ND FLOOR, MAIL SORT HF210 SANTA CLARA, CALIFORNIA 95054 BENEFICIARY: EPL XXXXXXX INVESTORS LLC C/O XXXXX XXXXXXXX LLC 000 XXXXXX XXXXXX, SUITE 800 SAN FRANCISCO CA 94104 ATTN: XXXXX X. XXXXX EMAIL: PHONE: APPLICANT: APPLICANT: METAGENOMI, INC. 0000 XXXXXX XXXXXX SUITE 600 EMERYVILLE CA 94608 AMOUNT: US$3,300,000.00 (identified belowTHREE MILLION THREE HUNDRED THOUSAND AND 00/100 U.S. DOLLARS) to evaluate and finalize a lease agreement with you as TenantEXPIRATION DATE: SVB WILL PUT A SPECIFIC DATE HERE THAT’S 1 YEAR ISSUANCE HERE PLACE OF EXPIRATION: ISSUING BANK’S COUNTERS AT ITS ABOVE ADDRESS DEAR SIR/MADAM: AT THE REQUEST AND FOR THE ACCOUNT OF METAGENOMI, INC. After a lease agreement is signed by you and the Landlord (the “Lease AgreementAPPLICANT”), on an annual basis in accordance with the Lease AgreementWE HEREBY ESTABLISH OUR IRREVOCABLE STANDBY LETTER OF CREDIT NO. SVBSF IN YOUR FAVOR AVAILABLE BY PAYMENT AGAINST YOUR PRESENTATION TO US OF THE FOLLOWING DOCUMENT: ALL THE DETAILS SET FORTH HEREIN IN THIS LETTER OF CREDIT DRAFT IS APPROVED BY APPLICANT. IF THERE IS ANY DISCREPANCY BETWEEN THE DETAILS OF THIS LETTER OF CREDIT DRAFT AND THE LETTER OF CREDIT APPLICATION, you are to provide an update to the information initially provided by you in this certificateBETWEEN APPLICANT AND SILICON VALLEY BANK, THE DETAILS HEREOF SHALL PREVAIL. Any and all capitalized terms used hereinAUTHORIZED SIGNATURE DATE
1. BENEFICIARY’S SIGNED AND DATED STATEMENT STATING AS FOLLOWS: “AN EVENT OF DEFAULT (AS DEFINED IN THE LEASE) HAS OCCURRED UNDER THAT CERTAIN LEASE AGREEMENT BETWEEN METAGENOMI, which are not otherwise defined hereinINC., shall have the same meaning ascribed to such term in the Lease AgreementAS TENANT, AND EPL XXXXXXX INVESTORS LLC, AS LANDLORD, AS AMENDED, SUPPLEMENTED OR OTHERWISE MODIFIED TO DATE. Any questions regarding this certificate should be directed toTHE UNDERSIGNED HEREBY CERTIFIES THAT: (I) THE UNDERSIGNED IS AN AUTHORIZED REPRESENTATIVE OF LANDLORD; (II) LANDLORD IS THE BENEFICIARY OF LETTER OF CREDIT NO. SVBSF _____________ ISSUED BY SILICON VALLEY BANK; (III) LANDLORD HAS GIVEN WRITTEN NOTICE TO TENANT (IF REQUIRED UNDER THE LEASE) TO CURE THE DEFAULT PURSUANT TO THE TERMS OF THE LEASE; (IV) SUCH DEFAULT HAS NOT BEEN CURED UP TO THIS DATE OF DRAWING UNDER THE LETTER OF CREDIT; (V) LANDLORD IS AUTHORIZED TO DRAW DOWN ON THE LETTER OF CREDIT; AND (VI) LANDLORD WILL HOLD THE FUNDS DRAWN UNDER THE LETTER OF CREDIT AS SECURITY DEPOSIT FOR TENANT OR APPLY SAID FUNDS TO TENANT’S OBLIGATION UNDER THE LEASE. THE AMOUNT HEREBY DRAWN UNDER THE LETTER OF CREDIT IS US$ ______________, and when completedWITH PAYMENT TO BE MADE TO THE FOLLOWING ACCOUNT: [INSERT WIRE INSTRUCTIONS (TO INCLUDE NAME AND ACCOUNT NUMBER OF THE BENEFICIARY)].” PARTIAL DRAWS AND MULTIPLE PRESENTATIONS ARE ALLOWED. THIS LETTER OF CREDIT SHALL BE AUTOMATICALLY EXTENDED FOR ADDITIONAL PERIODS OF ONE YEAR, the certificate should be delivered toWITHOUT AMENDMENT, FROM THE PRESENT OR EACH FUTURE EXPIRATION DATE UNLESS AT LEAST SIXTY (60) DAYS PRIOR TO THE THEN CURRENT EXPIRATION DATE WE SEND TO YOU A NOTICE BY REGISTERED OR CERTIFIED MAIL OR OVERNIGHT COURIER SERVICE AT THE ABOVE ADDRESS (OR ANY OTHER ADDRESS INDICATED BY YOU, IN A WRITTEN NOTICE TO US THE RECEIPT OF WHICH WE HAVE ACKNOWLEDGED, AS THE ADDRESS TO WHICH WE SHOULD SEND SUCH NOTICE) THAT THIS LETTER OF CREDIT WILL NOT BE EXTENDED BEYOND THE THEN CURRENT EXPIRATION DATE. IN NO EVENT SHALL THIS LETTER OF CREDIT BE AUTOMATICALLY EXTENDED BEYOND MARCH 31, 2031. IN THE EVENT WE SEND SUCH NOTICE OF NON-EXTENSION, YOU MAY DRAW HEREUNDER BY YOUR PRESENTATION TO US OF YOUR SIGNED AND DATED STATEMENT STATING THAT YOU HAVE RECEIVED A NON-EXTENSION NOTICE FROM SILICON VALLEY BANK IN RESPECT OF LETTER OF CREDIT NO. SVBSF ______________, YOU ARE DRAWING ON SUCH LETTER OF CREDIT FOR US$ _____________, AND YOU HAVE NOT RECEIVED A REPLACEMENT LETTER OF CREDIT ACCEPTABLE TO YOU. ALL DEMANDS FOR PAYMENT SHALL BE MADE BY PRESENTATION OF THE REQUIRED DOCUMENTS ON A BUSINESS DAY AT OUR OFFICE (THE “BANK’S OFFICE”) AT: Landlord: DWF III Xxxxx XxxxxxSILICON VALLEY BANK, LLC c/o Divco West Real Estate Services0000 XXXXXX XXXXX, Inc. 000 Xxxxxx XxxxxxXXXX XXXX XX 000, 00xx Xxxxx Xxx XxxxxxxxxXXXXX XXXXX, XX 00000 Attn.00000, ATTENTION: Property Management Name of (Prospective) TenantGLOBAL TRADE FINANCE. AS USED IN THIS LETTER OF CREDIT, “BUSINESS DAY” SHALL MEAN ANY DAY OTHER THAN A SATURDAY, SUNDAY OR A DAY ON WHICH BANKING INSTITUTIONS IN THE STATE OF CALIFORNIA ARE AUTHORIZED OR REQUIRED BY LAW TO CLOSE. ALL THE DETAILS SET FORTH HEREIN IN THIS LETTER OF CREDIT DRAFT IS APPROVED BY APPLICANT. IF THERE IS ANY DISCREPANCY BETWEEN THE DETAILS OF THIS LETTER OF CREDIT DRAFT AND THE LETTER OF CREDIT APPLICATION, BETWEEN APPLICANT AND SILICON VALLEY BANK, THE DETAILS HEREOF SHALL PREVAIL. AUTHORIZED SIGNATURE DATE FACSIMILE PRESENTATIONS ARE ALSO PERMITTED. EACH FACSIMILE TRANSMISSION SHALL BE MADE AT: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: OR (000) 000-0000; AND UNDER CONTEMPORANEOUS TELEPHONE ADVICE TO: (000) 000-0000 or Xxxxxxx Xxxx, Tel: OR (000) 000-000-0000, ATTENTION: GLOBAL TRADE FINANCE. ABSENCE OF THE AFORESAID TELEPHONE ADVICE SHALL NOT AFFECT OUR OBLIGATION TO HONOR ANY DRAW REQUEST. THIS LETTER OF CREDIT IS TRANSFERABLE IN WHOLE BUT NOT IN PART ONE OR MORE TIMES, BUT IN EACH INSTANCE ONLY TO A SINGLE BENEFICIARY AS TRANSFEREE AND FOR THE THEN AVAILABLE AMOUNT, ASSUMING SUCH TRANSFER TO SUCH TRANSFEREE WOULD BE IN COMPLIANCE WITH THEN APPLICABLE LAW AND REGULATION, INCLUDING BUT NOT LIMITED TO THE REGULATIONS OF THE U.S. DEPARTMENT OF TREASURY AND U.S. DEPARTMENT OF COMMERCE. AT THE TIME OF TRANSFER, THE ORIGINAL LETTER OF CREDIT AND ORIGINALS OR COPIES OF ALL AMENDMENTS, IF ANY, TO THIS LETTER OF CREDIT MUST BE SURRENDERED TO US AT OUR ADDRESS INDICATED IN THIS LETTER OF CREDIT TOGETHER WITH OUR TRANSFER FORM ATTACHED HERETO AS EXHIBIT A DULY EXECUTED. APPLICANT SHALL PAY OUR TRANSFER FEE OF 1⁄4 OF 1% OF THE TRANSFER AMOUNT (MINIMUM US$250.00) UNDER THIS LETTER OF CREDIT. EACH TRANSFER SHALL BE EVIDENCED BY EITHER (1) OUR ENDORSEMENT ON THE REVERSE OF THE LETTER OF CREDIT AND WE SHALL FORWARD THE ORIGINAL OF THE LETTER OF CREDIT SO ENDORSED TO THE TRANSFEREE OR (2) OUR ISSUING A REPLACEMENT LETTER OF CREDIT TO THE TRANSFEREE ON SUBSTANTIALLY THE SAME TERMS AND CONDITIONS AS THE TRANSFERRED LETTER OF CREDIT (IN WHICH EVENT THE TRANSFERRED LETTER OF CREDIT SHALL HAVE NO FURTHER EFFECT). IF ANY INSTRUCTIONS ACCOMPANYING A DRAWING UNDER THIS LETTER OF CREDIT REQUEST THAT PAYMENT IS TO BE MADE BY TRANSFER TO YOUR ACCOUNT WITH ANOTHER BANK, WE WILL ONLY EFFECT SUCH PAYMENT BY FED WIRE TO A U.S. REGULATED BANK, AND WE AND/OR SUCH OTHER BANK MAY RELY ON AN ACCOUNT NUMBER SPECIFIED IN SUCH INSTRUCTIONS EVEN IF THE NUMBER IDENTIFIES A PERSON OR ENTITY DIFFERENT FROM THE INTENDED PAYEE. THIS LETTER OF CREDIT IS SUBJECT TO THE INTERNATIONAL STANDBY PRACTICES (ISP98), INTERNATIONAL CHAMBER OF COMMERCE, PUBLICATION NO. 590. ALL THE DETAILS SET FORTH HEREIN IN THIS LETTER OF CREDIT DRAFT IS APPROVED BY APPLICANT. IF THERE IS ANY DISCREPANCY BETWEEN THE DETAILS OF THIS LETTER OF CREDIT DRAFT AND THE LETTER OF CREDIT APPLICATION, BETWEEN APPLICANT AND SILICON VALLEY BANK, THE DETAILS HEREOF SHALL PREVAIL. AUTHORIZED SIGNATURE DATE ALL THE DETAILS SET FORTH HEREIN IN THIS LETTER OF CREDIT DRAFT IS APPROVED BY APPLICANT. IF THERE IS ANY DISCREPANCY BETWEEN THE DETAILS OF THIS LETTER OF CREDIT DRAFT AND THE LETTER OF CREDIT APPLICATION, BETWEEN APPLICANT AND SILICON VALLEY BANK, THE DETAILS HEREOF SHALL PREVAIL. AUTHORIZED SIGNATURE DATE IRREVOCABLE STANDBY LETTER OF CREDIT NUMBER ____________________ DATE: TO: SILICON VALLEY BANK 0000 Address of XXXXXX XXXXX XXXXX XXXXX, XX 00000 ATTN: GLOBAL TRADE FINANCE STANDBY LETTERS OF CREDIT RE: IRREVOCABLE STANDBY LETTER OF CREDIT NO. ____________ ISSUED BY SILICON VALLEY BANK, SANTA XXXXX L/C AMOUNT: _________________ GENTLEMEN: FOR VALUE RECEIVED, THE UNDERSIGNED BENEFICIARY HEREBY IRREVOCABLY TRANSFERS TO: (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsNAME OF TRANSFEREE)
Appears in 1 contract
Permits and Licenses. 9.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of Section 27 of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material HazMat Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s Indemnification of the indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Tenants Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. I (print name) ________________________Xxxxx X. Xxxxxx, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: /s/ Xxxxx X Xxxxxx Title: CFO Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) 2/25/03 This First Amendment to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord Lease Agreement (the “Lease AgreementAmendment”) is made and entered into to be effective as of , by and between (“Landlord”), on an annual basis in accordance and (“Tenant”), with the Lease Agreement, you are to provide an update reference to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 yearsfollowing facts:
Appears in 1 contract
Samples: Lease Agreement (Alphasmart Inc)
Permits and Licenses. 9.1 10.1 Attach copies of all Hazardous Materials permits and licenses including a Transporter Permit number issued to your company with respect to its proposed operations in, on or about the Premises, including, without limitation, any wastewater discharge permits, air emissions permits, and use permits or approvals. Existing Tenants should attach copies of any new permits and licenses as well as any renewals of permits or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered in connection with, and as required by, Landlord in connection with the evaluation and finalization of a Lease Agreement and will be attached thereto as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance with, and as required by, the provisions of the Lease Agreement; and (C) that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, including, without limitation, Tenant’s indemnification of the Indemnitees and compliance with all Environmental Laws, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificate, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and any renewals thereof, of the Lease Agreement. .
I (( print name) ________________________Txxxx Xxx, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 Attn.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Lease Agreement (Nassda Corp)
Permits and Licenses. 9.1 Attach copies Included as Exhibit 3.16 in the Exhibit Volume is a schedule of all Hazardous Materials permits and licenses including a Transporter Permit number licenses, listing and briefly describing each permit, license or similar authorization from each governmental authority issued to your company with respect to its proposed operations inthe operation or ownership of properties by Seller together with the designation of the respective expiration dates of each, on and also listing and briefly describing each association in which Seller is a member and each association or about governmental authority by which Seller is accredited or otherwise recognized. All of such permits, licenses and authorizations will continue to be valid and in full force and effect in accordance with their respective terms until the Premisesconsummation of the transactions contemplated hereby. To Seller's knowledge, Seller is not required to obtain any additional permits, licenses or similar authorizations (including, without limitation, any wastewater discharge permits, air emissions permits, and use permits additional certificates of need) from any governmental authority for the proper conduct of the Facility’s Business or approvalsto become a member of or accredited by any association or governmental authority other than those listed on Exhibit 3.16 in the Exhibit Volume. Existing Tenants should attach copies In addition:
(a) no default has occurred in any material respect in the due observance or condition of any new permits and licenses as well as permit or license that has not been heretofore corrected;
(b) Seller has not received any renewals of permits notice from any source to the effect that there is lacking any permit or licenses previously issued. The undersigned hereby acknowledges and agrees that (A) this Hazardous Materials Disclosure Certificate is being delivered license needed in connection with, and as required by, Landlord any material respect in connection with the evaluation operation of the Facility;
(c) Seller has not received any notice that the Facility is out of compliance with the terms of all such permits and finalization of a Lease Agreement and licenses or that such permits or licenses will not be renewed upon expiration, or that any material conditions will be attached thereto imposed in order to receive any such renewal, nor has Seller received any notice that it has not complied in all material respects with the terms of all permits and licenses. Notwithstanding anything herein to the contrary, Buyer acknowledges that skilled nursing facilities such as an exhibit; (B) that this Hazardous Materials Disclosure Certificate is being delivered in accordance withthe Facility are subject to periodic surveys by Governmental Bodies, and as required bythe results of such surveys can vary depending on, among other things, the provisions individual conducting the survey and changes in the policies and focus of the Lease Agreement; and (C) surveyors. Accordingly, no guaranty, representation or warranty is made that Tenant shall have and retain full and complete responsibility and liability with respect to any of the Hazardous Materials disclosed in Assets or the Hazardous Material Certificate notwithstanding Landlord’s/Tenant’s receipt and/or approval of such certificate. Tenant further agrees that none of the following described acts or events shall be construed or otherwise interpreted as either (a) excusing, diminishing or otherwise limiting Tenant from the requirement to fully and faithfully perform its obligations under the Lease with respect to Hazardous Materials, or (b) imposing upon Landlord, directly or indirectly, any duty or liability with respect to any such Hazardous Materials, including, without limitation, any duty on Landlord to investigate or otherwise verify the accuracy of the representations and statements made therein or to ensure that Tenant business conducted thereon is in compliance with all Environmental Laws; (i) the delivery of such certificate to Landlord and/or Landlord’s acceptance of such certificateeach and every governmental requirement, (ii) Landlord’s review and approval of such certificate, (iii) Landlord’s failure to obtain such certificate from Tenant at nor is there any time, or (iv) Landlord’s actual or constructive knowledge of the types and quantities of Hazardous Materials being used, stored, generated, disposed of or transported on or about the Premises by Tenant or Tenant’s Representatives. Notwithstanding the foregoing or anything to the contrary contained herein, the undersigned acknowledges and agrees guaranty that Landlord and its partners, lenders and representatives may, and will, rely upon the statements, representations, warranties, and certifications made herein and the truthfulness thereof in entering into the Lease Agreement and the continuance thereof throughout the term, and subsequent surveys will not find any renewals thereof, of the Lease Agreement. I (print name) ________________________, acting with full authority to bind the (proposed) Tenant and on behalf of the (proposed) Tenant, certify, represent and warrant that the information contained in this certificate is true and correct. (Prospective) Tenant: By: Title: Date: 7782265_1.docx Initially, the information provided by you in this Hazardous Materials Disclosure Certificate is necessary for the Landlord (identified below) to evaluate and finalize a lease agreement with you as Tenant. After a lease agreement is signed by you and the Landlord (the “Lease Agreement”), on an annual basis in accordance deficiencies with the Lease Agreement, you are to provide an update to the information initially provided by you in this certificate. Any and all capitalized terms used herein, which are not otherwise defined herein, shall have the same meaning ascribed to such term in the Lease Agreement. Any questions regarding this certificate should be directed to, and when completed, the certificate should be delivered to: Landlord: DWF III Xxxxx Xxxxxx, LLC c/o Divco West Real Estate Services, Inc. 000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxxxx, XX 00000 AttnAssets.: Property Management Name of (Prospective) Tenant: Miramar Labs Mailing Address: 000 Xxxxx Xxx Xxxxxxxxx, XX 00000 Contact Person, Title and Telephone Number(s): Xxxxxxx Xxxx, Director of Quality Assurance, (000) 000-0000 Contact Person for Hazardous Waste Materials Management and Manifests and Telephone Number(s): Xxxx Xxxxxxxx, Tel: 000-000-0000 or Xxxxxxx Xxxx, Tel: 000-000-0000 Address of (Prospective) Premises: 0000 Xxxxx Xxxx, Santa Clara, California. Length of (Prospective) Initial Term: 5 years
Appears in 1 contract
Samples: Asset Purchase Agreement
