Permitted Occupants. 8.1 Notwithstanding anything in Article 7 of the Original Lease to the contrary, Assignee may permit its clients, contractors, consultants, customers, auditors, strategic partners or other entities with whom Assignee has or is then establishing a bona fide business relationship (each a “Permitted Occupant”) to occupy and use up to 20% of the Leased Premises without the written consent of Landlord, subject to the following conditions: (a) the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee and the Permitted Use, (b) the use and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision of the Lease, as amended by this Consent and Amendment, by the Permitted Occupant shall be deemed to be a default by Assignee under such provision, (d) the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased Premises, (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from any of its obligations under the Lease, (h) each such Permitted Occupant shall be deemed an invitee of Assignee, and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; (i) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original Lease. 8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee. 8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease. 8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 3 contracts
Samples: Lease (Juniper Networks Inc), Lease (Juniper Networks Inc), Lease Agreement (Juniper Networks Inc)
Permitted Occupants. 8.1 Notwithstanding anything in Article 7 the above, Tenant shall have the right, without the consent of Landlord (but upon reasonable prior to notice to Landlord), to permit the use or occupancy of a portion of the Original Lease to Premises that is not separately demised and consists of not more than 5,000 rentable square feet of the contraryPremises in the aggregate by license for periods of less than one (1) year at a time, Assignee may permit its clients, contractors, consultants, customers, auditors, strategic partners by persons who have an ongoing contractual or other entities with whom Assignee has or is then establishing a bona fide business relationship with Tenant in connection with Tenant’s activities at the Premises such that such occupants have a reasonable need to work in proximity with Tenant (each each, a “Permitted Occupant” and, collectively, the “Permitted Occupants”) to occupy and use up to 20% of the Leased Premises without the written consent of Landlord, subject to the following conditions: ); provided that (a) the Permitted Occupant is of character, is engaged in a business, uses Occupants shall use the Leased Premises in keeping conformity with Assignee and the Permitted Use, all applicable provisions of this Lease; (b) such occupancy shall terminate automatically upon the use and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the expiration or earlier termination of this Lease, as amended by this Consent and Amendment, ; (c) any violation of any provision Tenant shall remain fully liable for the acts or omissions of the Lease, as amended by this Consent Permitted Occupants in the Premises and Amendment, by at the Permitted Occupant shall be deemed to be a default by Assignee under such provision, Property; (d) the space occupied by occupancy arrangement is for a legitimate business objective of Tenant and is not primarily for the Permitted Occupant shall not be separately demised by walls from purpose of circumventing the Leased Premises, restrictions on assignment and subletting contained herein; (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the this Lease shall be forwarded only to Assignee Tenant in accordance with the terms of the this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, Occupants; (gf) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant Occupants release or relieve Assignee Tenant from any of its obligations under this Lease; (g) the LeasePermitted Occupants and their employees, (h) each such Permitted Occupant contractors and invitees visiting or occupying space in the Premises shall be deemed an invitee to be Tenant Parties for purposes of Assignee, Tenant’s indemnification obligations in Section 9.4; and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; (ih) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant Occupants be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant Occupants or be deemed to vest in Permitted Occupant any right or an interest in the Leased Premises or the Leasereal property, and, in all instances, Assignee Tenant shall be considered the sole tenant under the this Lease notwithstanding the occupancy of any portion of the Leased Premises by any the Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original LeaseOccupants.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 2 contracts
Samples: Lease (Kaleido Biosciences, Inc.), Lease (Kaleido Biosciences, Inc.)
Permitted Occupants. 8.1 Notwithstanding anything contained in Article 7 this Section 23 to the contrary (except Section 23.E above), if (1) there is no Default hereunder and no monetary default on the part of Tenant then exists hereunder and (2) CBG (as defined in Section 41.A. hereof), remains in occupancy of at least seventy-five percent (75%) of the Original Lease to the contraryPremises, Assignee may permit its clientsthen CBG may, contractors, consultants, customers, auditors, strategic partners or other entities with whom Assignee has or is then establishing a bona fide business relationship (each a “Permitted Occupant”) to occupy and use up to 20% of the Leased Premises without the Landlord’s prior written consent of Landlord, and without being subject to the following conditions: Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, grant short-term occupancy rights to third parties (of no longer than twelve (12) months); provided, however, that (a) the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee and the Permitted Use, (b) the use and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision such portions of the Lease, as amended by this Consent and Amendment, by the Permitted Occupant shall be deemed to be a default by Assignee under such provision, (d) the space occupied by the Permitted Occupant Premises so affected shall not be separately demised by walls or segregated from the Leased PremisesPremises by the construction of a partition wall or entrances and shall not be greater than twenty-five percent (25%) of the Premises in the aggregate of all such occupancy rights, (eb) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease such arrangements shall be forwarded only to Assignee in accordance with the terms of the Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any entities whose use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from any of its obligations under the Lease, (h) each such Permitted Occupant shall be deemed an invitee of Assignee, substantially similar and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; (i) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original Lease.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access harmonious to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee by CBG, (c) Tenant shall not charge a fee or rent to any such occupant in excess of the Rent payable by Tenant under this Lease for the same space, (d) any such permitted occupant shall agree to indemnify Landlord, Landlord’s management agent and any Permitted Occupant. No disputes among Assignee Mortgagees and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold them harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made bycosts, attributable damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys' fees, directly or otherwise relating toindirectly, based on, arising out of or resulting from: (i) such permitted occupant’s use and occupancy of the Premises or the business conducted by such permitted occupant therein or such permitted occupant’s presence in the Premises, (ii) any Permitted Occupantact or omission of such permitted occupant or its employees, agents or contractors, (iii) any breach or default by such permitted occupant in the observance or performance of Tenant’s covenants and obligations under this Lease (other than Tenant’s obligations to pay Base Rent and Additional Rent hereunder), and (e) Tenant shall notify Landlord of such arrangement at least ten (10) business days prior to such arrangement(s) commencing.
Appears in 2 contracts
Samples: Office Lease (Cellular Biomedicine Group, Inc.), Office Lease (Cellular Biomedicine Group, Inc.)
Permitted Occupants. 8.1 Notwithstanding anything in Article 7 of the Original Lease to the contrary, Assignee may permit its clients, contractors, consultants, customers, auditors, strategic partners or other entities with whom Assignee has or is then establishing a bona fide business relationship (each a “Permitted Occupant”) to occupy and use up to 20% of the Leased Premises without the written consent of Landlord, subject to the following conditions: (a) the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee and the Permitted Use, (b) the use and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision of the Lease, as amended by this Consent and Amendment, by the Permitted Occupant shall be deemed to be a default by Assignee under such provision, (d) the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased Premises, (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from any of its obligations under the Lease, (h) each such Permitted Occupant shall be deemed an invitee of Assignee, and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; (i) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original Lease.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.the
Appears in 2 contracts
Samples: Lease Agreement, Lease Agreement
Permitted Occupants. 8.1 Notwithstanding anything any contrary provision of this Article 7, Tenant shall have the right, without the receipt of Landlord’s consent and without payment to Landlord of any 110015197v.8 amounts under Paragraph 7.5 above, to permit the use, sharing and/or separate occupancy of up to twenty five thousand (25,000) rentable square feet of space in Article 7 the Leased Premises, in the aggregate, to any individual or entity (collectively, “Permitted Occupants”) that (a) has an ongoing business relationship with Tenant (other than the dual occupancy of the Original Lease to the contraryLeased Premises), Assignee may permit its clients(b) performs services for Tenant as subcontractors under Tenant’s contracts, contractors(c) is employed by persons or entities for whom Tenant is performing services on a contractual basis, consultants, customers, auditors, strategic partners or other (d) is employed by persons or entities with whom Assignee has Tenant is engaged in a joint venture or is then establishing joint teaming effort, which use or occupancy shall include the use of a bona fide business relationship (each a “Permitted Occupant”) to occupy corresponding interior support area and use up to 20% other portions of the Leased Premises without the written consent of LandlordPremises, on and subject to the following conditions: (ai) the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee and the Permitted Use, (b) the use and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision of the Lease, as amended by this Consent and Amendment, by the each Permitted Occupant shall be deemed to be of a default by Assignee under character and reputation consistent with the quality of the Building; (ii) such provisionuse, (d) sharing and/or occupancy of the space occupied by the Permitted Occupant Leased Premises shall not be separately demised a subterfuge by walls from the Leased Premises, (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord Tenant to perform any of avoid its obligations under the this Lease or the restrictions on account assignments and subletting or allocation of excess Base Monthly Rent pursuant to this Article 7; (iii) Tenant shall not permit such use by any other matter, (f) all notices required entity or organization in a manner such that the density of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by would materially and adversely increase the strain on the Building Systems beyond the manufacturer’s recommended specifications therefor or would violate any Permitted Occupant release or relieve Assignee from any of its obligations under the LeaseLaws, (h) each such Permitted Occupant shall be deemed an invitee of Assignee, and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assigneeincluding but not limited to fire codes; (iiv) in no event the Permitted Occupants shall the occupancy of any portion obtain all permits and licenses required by Laws for occupying and use of the Leased Premises Premises, if such permits and licenses are needed in addition to those held by any Tenant; (v) the Permitted Occupant Occupants shall be deemed subject to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed subordinate to vest in Permitted Occupant any right or interest in and shall comply with all of the Leased Premises or the terms and provisions of this Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of and any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy default by a Permitted Occupant shall be considered an assignment or sublease for also constitute a default by Tenant; (vi) no such use, sharing and/or occupancy shall relieve Tenant from any purposes liability under Article 7 this Lease; and (vii) all of the Original Lease.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names Tenant’s indemnification, hold harmless, and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing defense obligations in this Section 8.3 Lease shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties also apply to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility acts or liability for the allocation omissions by, or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, by or otherwise relating toagainst, any Permitted Occupants. Tenant shall promptly supply Landlord with any documents or information reasonably requested by Landlord regarding the identity of any such Permitted Occupants. Any occupancy permitted under this Paragraph 7.9 shall not be deemed a transfer under this Article 7. Notwithstanding the foregoing, no such occupancy shall relieve Tenant from any liability under this Lease. As used in this Lease, the term “Permitted Transferee” means any Assignee Affiliate or Permitted Occupant.
Appears in 1 contract
Samples: Lease Agreement (Personalis, Inc.)
Permitted Occupants. 8.1 Notwithstanding anything any contrary provision of this Article 7, Tenant shall have the right, without the receipt of Landlord’s consent and without payment to Landlord of any amounts under Paragraph 7.5 above, to permit the occupancy of up to ten thousand (10,000) rentable square feet of space in Article 7 the Leased Premises, in the aggregate, to any individual(s) or entity (collectively, “Permitted Occupants”) that has an ongoing business relationship with Tenant (other than the dual occupancy of the Original Lease to Leased Premises), which occupancy shall include the contrary, Assignee may permit its clients, contractors, consultants, customers, auditors, strategic partners or use of a corresponding interior support area and other entities with whom Assignee has or is then establishing a bona fide business relationship (each a “Permitted Occupant”) to occupy and use up to 20% portions of the Leased Premises without and Common Areas (including the written consent of Landlordparking facilities and the Cafe & Fitness Center) which shall be common to Tenant and the Permitted Occupants, on and subject to the following conditions: (ai) each Permitted Occupant shall be of a character and reputation consistent with the quality of the Building and the Project; (ii) no Permitted Occupant shall occupy a separately demised portion of the Leased Premises or which contains an entrance to such portion of the Leased Premises other than the primary entrance to the Leased Premises; (iii) such occupancy shall not be a subterfuge by Tenant to avoid its obligations under this Lease or the restrictions on Transfers or allocation of excess Base Monthly Rent pursuant to this Article 7; (iv) Tenant shall not permit such use by any entity or organization in a manner such that the density of use of any portion of the Leased Premises would materially and adversely increase the strain on the Building Systems beyond the manufacturer’s recommended specifications therefor or would violate any Laws, including but not limited to fire codes; and (v) the Permitted Occupant is Occupants shall obtain all permits and licenses required by Laws for occupying and use of character, is engaged in a business, uses the Leased Premises Premises, if such permits and licenses are Building C needed in keeping with Assignee and addition to those held by Tenant; (vi) the Permitted Use, (b) the use Occupants shall be subject to and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part subordinate to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision all of the terms and provisions of this Lease, as amended by ; and (vii) no such occupancy shall relieve Tenant from any liability under this Consent and Amendment, by the Lease. Each Permitted Occupant shall be deemed to be a default Tenant Party. Tenant shall promptly supply Landlord with any documents or information reasonably requested by Assignee Landlord regarding the identity of any such Permitted Occupants. Any occupancy permitted under such provision, (d) the space occupied by the Permitted Occupant this Paragraph 7.9 shall not be separately demised by walls from deemed a transfer under this Article 7. Notwithstanding the Leased Premisesforegoing, (e) the Permitted Occupant no such occupancy shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee Tenant from any of its obligations liability under the Lease, (h) each such Permitted Occupant shall be deemed an invitee of Assignee, and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; (i) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original this Lease.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 1 contract
Permitted Occupants. 8.1 Notwithstanding anything contained in Article 7 this Section 23 to the contrary (except Section 23.E above), if (1) if no default on the part of Tenant then exists hereunder and (2) the amount of space utilized for short-term occupancy rights pursuant to this Section 23.G shall not exceed twenty percent (20%) of the Original Lease total number of rentable square feet of area comprising the Premises, then Novavax, Inc., a Delaware corporation, or its Affiliate (collectively, “Novavax”) may, without Landlord’s prior written consent and without being subject to Landlord’s rights and Tenant’s obligations set forth in Sections 23.A., 23.C., 23.D.(1) and 23.D.(2) above, sublease or license one or more individual offices (and the contraryuse of areas ancillary thereto) in the Premises, Assignee may permit its clients, contractors, consultants, customers, auditors, strategic partners or other entities with whom Assignee has to grant short-term occupancy rights to third parties or is then establishing a bona fide business relationship Affiliates (each a “Permitted OccupantOccupants”) to occupy and use up to 20% of the Leased Premises without the written consent of Landlord); provided, subject to the following conditions: however, that (a) the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee and the Permitted Use, (b) the use and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision such portions of the Lease, as amended by this Consent and Amendment, by the Permitted Occupant shall be deemed to be a default by Assignee under such provision, (d) the space occupied by the Permitted Occupant Premises so affected shall not be separately demised by walls or segregated from the Leased PremisesPremises by the construction of a partition wall or entrances, (eb) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease such arrangements shall be forwarded only to Assignee in accordance with the terms of the Lease entities having a business or affiliate relationship with Novavax, and in no event shall Landlord be required to send (c) any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from any of its obligations under the Lease, (h) each such Permitted Occupant shall be deemed an invitee agree to indemnify Landlord, Landlord’s management agent and any Mortgagees and to hold them harmless from and against all costs, damages, claims, liabilities and expenses, including, but not limited to, reasonable attorneys’ fees, directly or indirectly, based on, arising out of Assigneeor resulting from: (i) such Permitted Occupant’s use and occupancy of the Premises or the business conducted by such Permitted Occupant therein or such Permitted Occupant’s presence in the Premises, and Assignee shall be fully and primarily liable for all acts and omissions (ii) any act or omission of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; or its employees, agents or contractors, (iiii) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant breach or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used default by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee observance or performance of Tenant’s covenants and obligations under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original Lease.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original this Lease (relating other than Tenant’s obligations to personal property taxespay Base Rent and Additional Rent hereunder), and (iv) and Section 2.6 Novavax shall notify Landlord of the Original Lease such arrangement at least ten (relating 10) business days prior to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Leasesuch arrangement(s) commencing.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 1 contract
Samples: Deed of Lease (Novavax Inc)
Permitted Occupants. 8.1 Notwithstanding anything any other provision contained in Article 7 the Lease, Tenant shall have the right, without Landlord’s consent, but subject to compliance with the terms of this Section 13.10, to permit up to twenty-five (25%) percent of the Original Lease Premises to the contrarybe occupied on a temporary basis, Assignee may permit its at any time and from time to time, by clients, contractors, consultants, customers, auditors, strategic partners independent contractors or other entities persons with whom Assignee has or is then establishing a bona fide significant, ongoing business relationship with Tenant (each a such persons or entities who shall be permitted to occupy portions of the Premises pursuant to this Section being hereinafter referred to as “Permitted Occupant”, or collectively as the “Permitted Occupants”), provided that (i) to occupy and use up to 20% there shall be no separate identification of any Permitted Occupants in the lobby of the Leased Premises without the written consent of LandlordBuilding, subject to the following conditions: (aii) the Permitted Occupant is of character, is engaged in a business, uses Occupants shall use the Leased Premises in keeping conformity with Assignee and all of the Permitted Use, (b) the use and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision applicable provisions of the Lease, as amended (iii) no demising walls shall be erected in the Premises separating the space used by this Consent and Amendment, by the a Permitted Occupant shall be deemed to be a default by Assignee under such provision, (d) the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased remainder of the Premises, (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from any of its obligations under the Lease, (h) each such Permitted Occupant shall be deemed an invitee of Assignee, and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; (ivi) in no event shall the occupancy use of any portion of the Leased Premises by any Permitted Occupant create or be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right right, title or interest in the Leased Premises or the Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original Lease.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in or to the Leased Premises Premises, (vii) such arrangement will terminate automatically upon the termination of this Lease, (viii) the license or at the Property occupancy agreement is subject and subordinate to this Lease and all matters to which this Lease is subject and subordinate and (ix) such arrangement is for a valid business purpose and not to avoid any obligations under this Lease. The provisions of Sections 13.1(a), 13.2, 13.3 and 13.7 above shall be subject not apply to Section 13.1 of the Original Lease (relating transactions pursuant to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant13.11. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.ARTICLE 14
Appears in 1 contract
Samples: Office Lease (1stdibs.com, Inc.)
Permitted Occupants. 8.1 10.10.1 Notwithstanding anything in Article 7 of the Original Lease this Section 10 to the contrary, Assignee Tenant may permit its subsidiaries, Affiliates, clients, contractors, consultants, customers, auditors, strategic partners or other entities under common ownership (total or partial) with Tenant or with whom Assignee Tenant has or is then establishing a bona fide business relationship (each a “Permitted Occupant”) to occupy and use up to 20% of the Leased Premises Building B Premises, in the aggregate, and up to 20% of the Building C Premises, in the aggregate, without the written consent of Landlord, subject to the following conditions: (a) the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee Tenant and the Permitted Use, (b) the use of the Premises by the Permitted Occupant may not violate any other agreements affecting the Premises, the Buildings, the Project, the related complex, Landlord or other tenants of the related complex, (c) the use and occupancy by the Permitted Occupant is otherwise expressly subject to, and does not modifythe Permitted Occupant must comply with, all of the terms, covenants, conditions and obligations on AssigneeTenant’s part to be observed and performed under this Lease (other than Tenant’s obligation to pay Basic Rent or Additional Rent under this Lease), including the Leaserequirement to obtain insurance in the requisite amounts and to indemnify, as amended defend and hold Landlord harmless for any Loss (defined below) or other liabilities resulting from the use and operations contemplated by this Consent and AmendmentSection 10.10, (cd) any violation of any provision of the Lease, as amended by this Consent and Amendment, Lease by the Permitted Occupant shall be deemed to be a default by Assignee Tenant under such provision, (de) the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased Premises, (ef) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the this Lease or on account of any other matter, (fg) all notices required of Landlord under the this Lease shall be forwarded only to Assignee Tenant in accordance with the terms of the this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (gh) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee Tenant from any of its obligations under the this Lease, (hi) each such Permitted Occupant shall be deemed an invitee of AssigneeTenant, and Assignee Tenant shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of AssigneeTenant; (ij) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the this Lease, and, in all instances, Assignee Tenant shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (jk) Assignee Tenant shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent Basic Rent and additional rent Additional Rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original LeaseTenant hereunder.
8.2 Assignee 10.10.2 Tenant shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by AssigneeTenant.
8.3 10.10.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property Project shall be subject to Section 13.1 of the Original Lease 16 (relating to personal property taxesPersonal Property Taxes) and Section 2.6 21 (Surrender of the Original Lease (relating to surrender Premises) of possession)this Lease. However, nothing in this Section 8.3 10.10 shall diminish Landlord’s rights under the elsewhere in this Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee Tenant acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee Tenant and any Permitted Occupant. No disputes among Assignee Tenant and any Permitted Occupant shall in any way affect the obligations of Assignee under the LeaseTenant hereunder.
8.4 10.10.4 In addition to all other indemnity obligations of Assignee Tenant under the Lease and this Consent and AmendmentLease, Assignee Tenant shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee Mortgagee and their respective representatives and agents from and against all losses Losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted OccupantOccupant in accordance with Tenant’s indemnity obligations under Section 11.4 hereof.
Appears in 1 contract
Samples: Lease Agreement (Ciena Corp)
Permitted Occupants. 8.1 Notwithstanding anything to the contrary contained in the Third Amendment and/or it the Lease, Landlord and Tenant agree that in the following Section 12.07 shall be added to Article 7 12: Without limiting the foregoing and notwithstanding any provision of Article 12, Tenant shall have the right without being subject to any of the Original Lease provisions of Article 12, including but not limited to (i) the contraryreceipt of Landlord’s consent, Assignee may approval and/or the like, or (ii) Landlord having any Excess Rents, to permit its clientsthe occupancy and use of one or more portions of the Premises by any individuals or entities who are independent contractors of Tenant or of an affiliate or subsidiary of Tenant, contractorsvendors of Tenant or of a Related Party Transferee of Tenant, consultantsand/or professional advisors to Tenant or of a Related Party Transferee of Tenant, customersany of which whom, auditorsor who, strategic partners or other entities with whom Assignee has or is then establishing a bona fide are in support of Tenant’s business relationship in the Premises (each a “Permitted Occupant” and collectively “Permitted Occupants” and each such occupancy and use “Permitted Occupancy” and collectively “Permitted Occupancies”) to occupy on and use up to 20% of the Leased Premises without the written consent of Landlord, subject to the following conditions: (ai) such individuals or entities shall not be permitted to occupy a separately demised portion of the Premises (which is a newly separated and newly demised portion of the Premises after the Effective Date); and (ii) such occupancy shall not be a subterfuge by Tenant to avoid its obligations under this Article 12; and (iii) Tenant shall not charge to and/or collect from such Permitted Occupants as to such Permitted Occupancies, any rents and/or the like; and (iv) each Permitted Occupant's conduct in, on or about the Premises is subject to the provisions of this Lease regarding such conduct, and (v) such Permitted Occupants shall have no interest in the Lease other than the right of occupancy, and (vi) Permitted Occupants that are entities shall not occupy more than fifteen percent (15%) of the RSF of the Premises at any given time during the Term, and (vii) each Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee and the Permitted Use, (b) the use and occupancy shall be covered by the Permitted Occupant Tenant’s insurance that Tenant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part required to be observed and performed carry under the Lease, and (viii) no such Permitted Occupancy by a Permitted Occupant that is an entity shall be for longer than twelve (12) months, without Landlord’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed. Tenant shall promptly provide such information as amended reasonably requested by Landlord from time to time concerning any Permitted Occupants. Provided the foregoing conditions are satisfied, any such occupancy and use by a Permitted Occupant permitted by this Consent and Amendment, Section 12.07 (ci) any violation of any provision of the Lease, as amended by this Consent and Amendment, by the Permitted Occupant shall not be deemed to be a default by Assignee an assignment, sublease or Transfer under such provisionthis Article 12, (d) the space occupied by the Permitted Occupant and shall not be separately demised by walls from deemed to violate the Leased Premisesprovisions of Article 12. Notwithstanding any arrangement with Permitted Occupants under this paragraph, (e) the Permitted Occupant liability of Tenant to Landlord shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the Lease remain direct and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from any of its obligations under the Lease, (h) each such Permitted Occupant shall be deemed an invitee of Assigneeprimary, and Assignee Tenant shall be fully and primarily remain liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; (i) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original Lease.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability vicariously for the allocation or use acts, omissions and negligence of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 1 contract
Samples: Lease (C4 Therapeutics, Inc.)
Permitted Occupants. 8.1 Notwithstanding anything in Article 7 any contrary provision of the Original Lease to the contrarythis Lease, Assignee may permit its clients, contractors, consultants, customers, auditors, strategic partners or other entities with whom Assignee has or is then establishing a bona fide business relationship (each a “Permitted Occupant”) to occupy Landlord hereby acknowledges and use up to 20% of the Leased Premises without the written consent of Landlordagrees that Tenant may, subject to the following conditions: applicable terms and conditions of this Lease, permit up to one (1) full floor of the Premises (the “Permitted Occupant Space”) to be occupied and utilized for general office, from time to time throughout the Term, by other third parties who have a business relationship with Landlord (the “Permitted Occupants”) without Landlord’s consent (but upon at least five (5) business days prior written notice); provided however, (a) the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee and the Permitted Use, (b) the use and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision of the Lease, as amended by this Consent and Amendment, by the Permitted Occupant shall be deemed to be a default by Assignee under such provision, (d) the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased Premises, (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any such Permitted Occupants occupy a separately demised portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from any of its obligations under the Lease, Premises; (hb) each such Permitted Occupant Occupants shall be deemed an invitee of Assignee, a character and Assignee shall be fully and primarily liable for all acts and omissions reputation consistent with the first-class quality of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assigneethe Building; (ic) in no event shall such Permitted Occupants be permitted to occupy the Permitted Occupant Space for a period in excess of six (6) continuous months, and (d) such occupancy shall not be a subterfuge by Tenant to avoid its obligations under this Lease, or the restrictions on Transfers pursuant to Article 13 of this Lease. Tenant shall promptly supply Landlord with the name of any such Permitted Occupants and any documents or information reasonably requested by Landlord regarding any such Permitted Occupants and/or their occupancy of the Permitted Occupant Space (or any portion of the Leased Premises Premises), provided that, in no event shall Tenant be obligated to provide to Landlord any confidential contractual information regarding such Permitted Occupants (including, if applicable, a Permitted Occupant’s company name). The occupancy of the Permitted Occupant Space by any Permitted Occupant Occupants permitted under this Section 13.13 shall not be deemed a Transfer under Article 13 of this Lease; provided however, if at any time during the Term, Tenant has provided in excess of one (1) full floor of the Premises in the aggregate for occupancy to create a landlord/tenant relationship between Landlord and the Permitted Occupants, then any such occupancy by any such Permitted Occupant or Occupants shall be deemed a Transfer hereunder and shall be subject to vest in the terms and conditions of Article 13 of this Lease. Notwithstanding the foregoing, no such occupancy by any such Permitted Occupant Occupants shall relieve Tenant from any right or interest in the Leased Premises or the liability under this Lease, andand Tenant hereby agrees to indemnify, in defend, protect and hold harmless the Landlord from any and all instancesloss, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; cost, damage, expense and liability (jincluding without limitation court costs and reasonable attorneys’ fees) Assignee shall receive no rent, payment or other consideration incurred in connection with such Permitted Occupants and/or the occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such of the Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment Space or sublease for any purposes under Article 7 other portion of the Original LeasePremises.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 1 contract
Samples: Sublease Agreement (Sunrun Inc.)
Permitted Occupants. 8.1 Notwithstanding Supplementing the provisions of this Article 11 and notwithstanding anything in Article 7 of the Original Lease contained herein to the contrary, Assignee may Tenant shall have the right from time to time, without prior consent of Owner to permit its clients, contractors, consultants, customers, auditors, strategic partners or other entities undivided occupancy of various portions of the Demised Premises (meaning no separate entrance to such portions of the Demised Premises) not to exceed an aggregate of ten percent (10%) of the rentable square feet of the Demised Premises at any one time during the Demised Term by persons with whom Assignee Tenant has an on-going professional relationship (ie: so-called “friends of the firm”), provided that such persons are not a tenant, subtenant or occupant of any space in the Building nor a party with whom Owner is then establishing a bona fide business relationship negotiating or discussing to lease space in the Building (each a any such persons referred to individually and collectively as “Permitted OccupantOccupants”) ), and provided further that no rent or use fee shall be paid with respect to occupy and use up to 20% such occupancy in excess of the Leased Premises without the written consent rental paid by Tenant to Owner on account of Landlord, subject to the following conditions: (a) the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee and the Permitted Use, (b) the use and such space. The occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision of the Lease, as amended by this Consent and Amendment, by the Permitted Occupant shall be deemed to be a default by Assignee under conditioned upon the agreement that (x) such provision, (d) arrangement will terminate automatically upon the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased Premises, (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account termination of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the this Lease and in (y) no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any such use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from such persons shall operate to give any of its obligations under the Lease, (h) each such Permitted Occupant shall be deemed an invitee of Assignee, and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; (i) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant persons any right or interest in the Leased Premises this Lease or the Lease, and, in all instances, Assignee shall be considered Demised Premises other than the sole tenant under the Lease notwithstanding the occupancy of any right to occupy such portion of the Leased Demised Premises by any Permitted Occupant; during the Demised Term, and (jz) Assignee such use or occupancy shall receive no rentbe subject and subordinate to all of the terms, payment or other consideration in connection with covenants and condition of this Lease (collectively, the “Permitted Occupancy Requirements”). Tenant shall deliver to Owner a notice prior to any such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by advising Owner of the name of any such Permitted Occupant than and the base rent character and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 nature of the Original Lease.
8.2 Assignee shall provide business to Landlord promptly after request a written list of be conducted by the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Demised Premises or at and the Property shall be subject to Section 13.1 expected duration of the Original Lease (relating same, and attaching a copy of an executed license or use agreement with the Permitted Occupant with respect to personal property taxes) and Section 2.6 the Demised Premises, which license or use agreement shall explicitly state such Permitted Occupant’s acknowledgment of the Original Lease (relating to surrender of possession)Permitted Occupancy Requirements. However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 1 contract
Samples: Lease Agreement (Bankrate, Inc.)
Permitted Occupants. 8.1 10.10.1 Notwithstanding anything in Article 7 of the Original Lease this Section 10 to the contrary, Assignee Tenant may permit its subsidiaries, Affiliates, clients, contractors, consultants, customers, auditors, strategic partners or other entities under common ownership (total or partial) with Tenant or with whom Assignee Tenant has or is then establishing a bona fide business relationship (each a “Permitted Occupant”) to occupy and use up to 20% of the Leased Premises Premises, in the aggregate, without the written consent of Landlord, subject to the following conditions: (a) the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee Tenant and the Permitted Use, (b) the use of the Premises by the Permitted Occupant may not violate any other agreements affecting the Premises, the Building, the Project, the related complex, Landlord or other tenants of the related complex, (c) the use and occupancy by the Permitted Occupant is otherwise expressly subject to, and does not modifythe Permitted Occupant must comply with, all of the terms, covenants, conditions and obligations on AssigneeTenant’s part to be observed and performed under this Lease (other than Tenant’s obligation to pay Basic Rent or Additional Rent under this Lease), including the Leaserequirement to obtain insurance in the requisite amounts and to indemnify, as amended defend and hold Landlord harmless for any Loss (defined below) or other liabilities resulting from the use and operations contemplated by this Consent and AmendmentSection 10.10, (cd) any violation of any provision of the Lease, as amended by this Consent and Amendment, Lease by the Permitted Occupant shall be deemed to be a default by Assignee Tenant under such provision, (de) the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased Premises, (ef) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the this Lease or on account of any other matter, (fg) all notices required of Landlord under the this Lease shall be forwarded only to Assignee Tenant in accordance with the terms of the this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (gh) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee Tenant from any of its obligations under the this Lease, (hi) each such Permitted Occupant shall be deemed an invitee of AssigneeTenant, and Assignee Tenant shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of AssigneeTenant; (ij) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the this Lease, and, in all instances, Assignee Tenant shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (jk) Assignee Tenant shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent Basic Rent and additional rent Additional Rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original LeaseTenant hereunder.
8.2 Assignee 10.10.2 Tenant shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by AssigneeTenant.
8.3 10.10.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property Project shall be subject to Section 13.1 of the Original Lease 16 (relating to personal property taxesPersonal Property Taxes), Section 20 (Landlord’s Lien) and Section 2.6 21 (Surrender of the Original Lease (relating to surrender Premises) of possession)this Lease. However, nothing in this Section 8.3 10.10 shall diminish Landlord’s rights under the elsewhere in this Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee Tenant acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee Tenant and any Permitted Occupant. No disputes among Assignee Tenant and any Permitted Occupant shall in any way affect the obligations of Assignee under the LeaseTenant hereunder.
8.4 10.10.4 In addition to all other indemnity obligations of Assignee Tenant under the Lease and this Consent and AmendmentLease, Assignee Tenant shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee Mortgagee and their respective representatives and agents from and against all losses Losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted OccupantOccupant in accordance with Tenant’s indemnity obligations under Section 11.4 hereof.
Appears in 1 contract
Samples: Lease Agreement (Ciena Corp)
Permitted Occupants. 8.1 10.9.1 Notwithstanding anything in Article 7 of the Original Lease this Section 10 to the contrary, Assignee Tenant may permit its subsidiaries, Affiliates, clients, contractors, consultants, customers, auditors, strategic partners or other entities under common ownership (total or partial) with Tenant or with whom Assignee Tenant has or is then establishing a bona fide business relationship (each a “Permitted Occupant’”) to occupy and use up to 2010% of the Leased Premises without the written consent of Landlord, subject to the following conditions: (a) the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee Tenant and the Permitted Use, and otherwise meets Landlord’s reasonable standards for tenants of the Building, (b) the use of the Premises by the Permitted Occupant may not violate any other agreements affecting the Premises, the Building, the Project, Landlord or other tenants of the Building or Project, (c) the use and occupancy by the Permitted Occupant is otherwise expressly subject to, and does not modifythe Permitted Occupant must comply with, all of the terms, covenants, conditions and obligations on AssigneeTenant’s part to be observed and performed under this Lease as they relate to the space being used and occupied by the Permitted Occupant (other than Tenant’s obligation to pay Basic Rent or Additional Rent under this Lease), as amended including the requirement to obtain insurance in the requisite amounts and to indemnify, defend and hold Landlord harmless for any Loss (defined below) or other liabilities resulting from the use and operations contemplated by this Consent and AmendmentSection 10.9.1, (cd) any violation of any provision of the Lease, as amended by this Consent and Amendment, Lease by the Permitted Occupant shall be deemed to be a default by Assignee Tenant under such provision, (de) the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased Premises, (ef) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the this Lease or on account of any other matter, (fg) all notices required of Landlord under the this Lease shall be forwarded only to Assignee Tenant in accordance with the terms of the this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (gh) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee Tenant from any of its obligations under the this Lease, (hi) each such Permitted Occupant shall be deemed an invitee of AssigneeTenant, and Assignee Tenant shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; Tenant, and (ij) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in 13 0000 XXXXXXXX XXXXXXX – XXXXX XXXXXXXX XXXXX, XX 00000 4812-0074-7958.V2 Permitted Occupant any right or interest in the Leased Premises or the this Lease, and, in all instances, Assignee Tenant shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than . Occupancy of the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy Premises by a Permitted Occupant shall be considered an assignment or sublease not constitute occupancy by Tenant for any purposes under Article 7 of the Original this Lease.
8.2 Assignee 10.9.2 Tenant shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by AssigneeTenant.
8.3 10.9.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property Project shall be subject to Section 13.1 of the Original Lease 16 (relating to personal property taxesPersonal Property Taxes), Section 20 (Landlord’s Lien) and Section 2.6 21 (Surrender of the Original Lease (relating to surrender Premises) of possession)this Lease. However, nothing in this Section 8.3 10.9.3 shall diminish Landlord’s rights under the elsewhere in this Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee Tenant acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee Tenant and any Permitted Occupant. No disputes among Assignee Tenant and any Permitted Occupant shall in any way affect the obligations of Assignee under the LeaseTenant hereunder.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 1 contract
Samples: Lease Agreement (Dirtt Environmental Solutions LTD)
Permitted Occupants. 8.1 Notwithstanding anything any contrary provision of this Article 7, Tenant shall have the right, without the receipt of Landlord’s consent and without payment to Landlord of any amounts under Paragraph 7.5 above, to permit the occupancy of up to thirty thousand (30,000) rentable square feet of space in Article 7 the Leased Premises, in the aggregate, to any individual(s) or entity (collectively, “Permitted Occupants”) that has an ongoing business relationship with Tenant (other than the dual occupancy of the Original Lease to Leased Premises), which occupancy shall include the contrary, Assignee may permit its clients, contractors, consultants, customers, auditors, strategic partners or use of a corresponding interior support area and other entities with whom Assignee has or is then establishing a bona fide business relationship (each a “Permitted Occupant”) to occupy and use up to 20% portions of the Leased Premises without and Common Areas (including the written consent of Landlordparking facilities and Fitness Center) which shall be common to Tenant and the Permitted Occupants, on and subject to the following conditions: (ai) each Permitted Occupant shall be of a character and reputation consistent with the quality of the Building and the Project; (ii) no Permitted Occupant shall occupy a separately demised portion of the Leased Premises or which contains an entrance to such portion of the Leased Premises other than the primary entrance to the Leased Premises; (iii) such occupancy shall not be a subterfuge by Tenant to avoid its obligations under this Lease or the restrictions Building D on Transfers or allocation of excess Base Monthly Rent pursuant to this Article 7; (iv) Tenant shall not permit such use by any entity or organization in a manner such that the density of use of any portion of the Leased Premises would materially and adversely increase the strain on the Building Systems beyond the manufacturer’s recommended specifications therefor or would violate any Laws, including but not limited to fire codes; and (v) the Permitted Occupant is Occupants shall obtain all permits and licenses required by Laws for occupying and use of character, is engaged in a business, uses the Leased Premises Premises, if such permits and licenses are needed in keeping with Assignee and addition to those held by Tenant; (vi) the Permitted Use, (b) the use Occupants shall be subject to and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part subordinate to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision all of the terms and provisions of this Lease, as amended by ; and (vii) no such occupancy shall relieve Tenant from any liability under this Consent and Amendment, by the Lease. Each Permitted Occupant shall be deemed to be a default Tenant Party. Tenant shall promptly supply Landlord with any documents or information reasonably requested by Assignee Landlord regarding the identity of any such Permitted Occupants. Any occupancy permitted under such provision, (d) the space occupied by the Permitted Occupant this Paragraph 7.9 shall not be separately demised by walls from deemed a transfer under this Article 7. Notwithstanding the Leased Premisesforegoing, (e) the Permitted Occupant no such occupancy shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee Tenant from any of its obligations liability under the Lease, (h) each such Permitted Occupant shall be deemed an invitee of Assignee, and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; (i) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original this Lease.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 1 contract
Permitted Occupants. 8.1 (a) Notwithstanding anything in Article 7 Section 10.1, Tenant may permit up to fifty percent (50%) of the Original Lease rentable square footage of the Premises to the contrarybe used and occupied by THYROID CYTOPATHOLOGY PARTNERS, Assignee may permit its clientsP.A., contractorsa Texas professional association and/or, consultantswith Landlord’s prior written consent, customers, auditors, strategic partners or other entities unaffiliated with whom Assignee has or is then establishing a bona fide Tenant with which Tenant engages in collaborative business relationship activities which Tenant believes would be enhanced by co-location (each each, a “Permitted Occupant”) to occupy and use up to 20% of the Leased Premises without the written consent of Landlord), subject to the following conditions: (a) the Permitted Occupant is of a character, is engaged in a business, uses the Leased Premises in keeping with Assignee and only for the Permitted Use, and otherwise meets Landlord’s reasonable standards for tenants of the Building, (b) the use of the Premises by the Permitted Occupant does not violate any other agreements affecting the Premises, the Building, the Project, or Landlord (including any exclusive use agreements between Landlord and other Building tenants or occupants), (c) the use and occupancy by the Permitted Occupant is expressly subject to, and does not modifythe Permitted Occupant must comply with, all of the terms, covenants, conditions and obligations on AssigneeTenant’s part to be observed and performed under this Lease (other than Tenant’s obligation to pay Basic Rent or Additional Rent under this Lease); however, a Permitted Occupant shall only be required to maintain the Leasefollowing insurance coverages: commercial general liability insurance (including property damage, bodily injury and personal injury coverage) in amounts of $1,000,000 per occurrence, $2,000,000 annual aggregate; with an additional $1,000,000 in umbrella coverage; commercial auto liability insurance covering automobiles owned, hired or used by a Permitted Occupant in carrying on its business at the Premises with limits not less than $1,000,000 combined single limit for each accident; and workers’ compensation insurance as amended required by this Consent and AmendmentLaw, (cd) any violation of any provision of the Lease, as amended by this Consent and Amendment, Lease by the Permitted Occupant shall be deemed to be a default by Assignee Tenant under such provision, (de) the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased Premises, (ef) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the this Lease or on account of any other matter, (fg) all notices required of Landlord under the this Lease shall be forwarded only to Assignee Tenant in accordance with the terms of the this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (gh) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee Tenant from any of its obligations under the this Lease, (hi) each such Permitted Occupant shall be deemed an invitee of AssigneeTenant (and therefore a Tenant Party), and Assignee Tenant shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; Tenant, (ij) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the this Lease, and, in all instances, Assignee Tenant shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; , and (jk) Assignee Tenant shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent paymentspayments which shall not exceed, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than Occupant, the base rent Basic Rent and additional rent Additional Rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease Tenant for any purposes under Article 7 of the Original Leasesuch space hereunder.
8.2 Assignee (b) If Landlord approves any future Permitted Occupant, Landlord and Tenant shall execute a letter agreement confirming such approval. Tenant shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by AssigneeTenant.
8.3 (c) Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property Project shall be subject to Section 13.1 of the Original Lease 16 (relating to personal property taxesPersonal Property Taxes), Section 20 (Landlord’s Lien) and Section 2.6 21 (Surrender of the Original Lease (relating to surrender Premises) of possession)this Lease. However, nothing in this Section 8.3 10.9 shall diminish Landlord’s rights under the elsewhere in this Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee Tenant acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee Tenant and any Permitted Occupant. No disputes among Assignee Tenant and any Permitted Occupant shall in any way affect the obligations of Assignee under the LeaseTenant hereunder.
8.4 (d) In addition to all other indemnity obligations of Assignee Tenant under the Lease and this Consent and AmendmentLease, Assignee Tenant shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee Mortgagee and their respective representatives and agents from and against all losses Losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 1 contract
Samples: Lease Agreement (Veracyte, Inc.)
Permitted Occupants. 8.1 Notwithstanding anything in Article 7 of the Original Lease to the contrary, Assignee may permit its clientsthe prior consent of Landlord shall not be required, contractorsand the provisions of Sections 11.01 and 11.08 of the Lease shall not apply with respect to, occupancy arrangements with employees of clients and vendors of Tenant, consultants, customers, auditors, strategic partners or advisors and other entities third parties with whom Assignee Tenant or its Affiliate has or is then establishing a bona fide an independent business relationship (each a collectively, “Permitted OccupantOccupants”) to occupy and use up to 20% of the Leased Premises without the written consent of Landlord, subject to the following conditions: (a) the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee and the Permitted Use, (b) for the use and occupancy by of space within the Demised Premises, provided that (i) Tenant does not separately demise such space and the Permitted Occupant is expressly subject toOccupants utilize, in common with Tenant, common entryways to the Demised Premises as well as shared central services, such as reception, photocopying and the like; (ii) the Permitted Occupants shall occupy, in the aggregate, not more than fifteen percent (15%) of the rentable area of the Demised Premises; (iii) the Permitted Occupants occupy space in the Demised Premises for the Permitted Use and for no other purpose; and (iv) if requested by Landlord, Tenant notifies Landlord, in writing, of the identity of any such Permitted Occupants prior to occupancy of the Demised Premises by such Permitted Occupants. If any Permitted Occupants occupy any portion of the Demised Premises, (A) the Permitted Occupants shall comply with all provisions of this Lease, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended a default by this Consent and Amendment, (c) any violation of any provision of the Lease, as amended by this Consent and Amendment, by the Permitted Occupant shall be deemed to be a default by Assignee Tenant under such provision, this Lease; (d) the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased Premises, (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (fB) all notices required of to be provided by Landlord under the this Lease shall be forwarded only to Assignee Tenant in accordance with the terms of the this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, Occupants; (gC) in no event shall any use or occupancy of any portion of the Leased Demised Premises by any Permitted Occupant release or relieve Assignee Tenant from any of its obligations under this Lease; (D) the Lease, (h) each such Permitted Occupant Occupants shall be deemed an invitee to be invitees of Assignee, Tenant for purposes of Tenant’s indemnification obligations set forth in this Lease; and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; (iE) in no event shall the occupancy of any portion of the Leased Demised Premises by any Permitted Occupant Occupants be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the LeaseOccupants, and, in all instances, Assignee Tenant shall be considered the sole tenant under the this Lease notwithstanding the occupancy of any portion of the Leased Demised Premises by any the Permitted Occupant; and (j) Assignee Occupants. For sake of clarity, the Permitted Occupants shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than not count towards the base rent and additional rent amounts (per rentable square foot number of subtenants Tenant is permitted to have in the Leased Demised Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original Lease.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 1 contract
Permitted Occupants. 8.1 Notwithstanding anything in Article 7 During the term of the Original Lease (including any renewal or extension terms), Tenant shall have the right to permit the contrary, Assignee may permit its clients, contractors, consultants, customers, auditors, strategic partners or other entities with whom Assignee has or is then establishing a bona fide business relationship (each a “Permitted Occupant”) to occupy and use up to 20% of portions of the Leased Premises (not exceeding thirty percent (30%) in the aggregate of the total rentable square footage of the Leased Premises), without the written Landlord’s consent of Landlord(but with at least 30 days prior notice), subject to the following conditions: by persons or entities who are Permitted Occupants provided that Permitted Occupants (ai) the Permitted Occupant is of character, is engaged operate as an integrated whole with Tenant’s business in a business, uses the Leased Premises in keeping with Assignee no separate entrances to the Leased Premises; (ii) do not display signs that are visible from the exterior of the Leased Premises, and (iii) use the Permitted Use, (b) the space for general office use and occupancy by operate in accordance with the Permitted Occupant is expressly subject to, terms and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under of the Lease. “Permitted Occupants,” shall mean persons, entities, related corporations, consultants, business associates, business partners, clients or customers of Tenant, who are occupying space on a written contractual basis with Tenant and are either performing services for Tenant as amended subcontractors, contractors or vendors under Tenant’s contracts or are personnel employed by this Consent and Amendmentpersons or entities for whom Tenant is performing services on a contractual basis. Any act, (c) any violation omission or default of any provision of the LeaseLease caused by any such Permitted Occupants shall be deemed an act, as amended omission or default by Tenant. Nothing contained in the Lease (including the provisions of this Consent and Amendment, by Paragraph 16) or otherwise (including the Permitted Occupant provision of any services to the Leased Premises) shall be deemed to be a default by Assignee under such provision(a) create any landlord-tenant or other relationship between Landlord and any Permitted Occupant, or (db) create any liability or obligation on the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased Premises, (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required part of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from any of its obligations under the Lease, (h) each such Permitted Occupant shall be deemed an invitee of Assignee, and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; (i) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original Lease.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
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Permitted Occupants. 8.1 Notwithstanding anything contained in Article 7 of the Original Lease SECTION 13.1 above to the contrary, Assignee but provided this Lease is in full force and effect without any default by Tenant after the expiration of any applicable cure period and the Tenant named herein is then Tenant under this Lease, Tenant may permit its clients, contractors, consultants, customers, auditors, strategic partners or other entities with whom Assignee has or is then establishing a bona fide business relationship (each a “Permitted Occupant”) to occupy and use up to 20% of the Leased Premises without the written consent of Landlord, subject to the following conditions: (a) the Permitted Occupant is of character, is engaged in a business, uses the Leased Premises in keeping with Assignee and the Permitted Use, (bprovisions of SECTION 13.7 shall not apply to) the use and occupancy during the term of this Lease of space in the Premises by the Permitted Occupant is expressly subject tocompanies with which Tenant has substantial business relationships (such companies being hereinafter collectively referred to as "LICENSEE(S)"), provided, and does not modifyupon condition that:
(a) at least ten (10) days prior to the date each Licensee first so uses or occupies the Premises, Tenant shall give Landlord notice of such intended use and occupancy;
(b) such use and occupancy shall be subject to all the terms, covenants, covenants and conditions and obligations of this Lease on Assignee’s Tenant's part to be observed observe and performed under perform as if such Licensee(s) was (were) the Lease, as amended by this Consent and Amendment, Tenant hereunder;
(c) any violation of any provision the proposed Licensee is engaged in a business or activity, and the Premises will be used in a manner which is in keeping with the then standards of the LeaseBuilding and the proposed Licensee is a reputable person or entity of good character;
(d) such use or occupancy shall in no way increase, as amended by amend, modify or extend Landlord's obligations or liabilities under this Consent Lease is any way whatsoever, or diminish, restrict, limit, forfeit or waive any of Landlord's rights or remedies under this Lease in any way whatsoever;
(e) such use or occupancy shall in no way give to the Licensees, or any of them, any rights or remedies against Landlord, and AmendmentTenant shall indemnify and hold Landlord harmless from and against any and all actions, proceedings, liabilities, obligations, claims, damages, deficiencies, losses, judgments, suits, expenses and costs, including, without limitation, court costs and reasonable legal fees and disbursements for which Landlord is or may be liable arising under or out of or in connection with or resulting from such use and occupancy;
(f) Tenant shall remain fully liable for the payment of Rent due and to become due under this Lease and for performance and observance of all the terms, covenants and conditions contained in this Lease on Tenant's part to perform or observe, and all acts or omissions by the Permitted Occupant Licensees or anyone claiming under or through Tenant or the Licensees which shall be a default under this Lease shall be deemed to be a default by Assignee Tenant;
(g) such use and occupancy shall not be deemed a waiver of Landlord's rights under such provision, this Lease to consent to the use or occupancy of the Premises (dor any portion thereof) by any other person or entity or to the assignment of this Lease or the subletting of the Premises (or any portion thereof);
(h) the space or area of the Premises used or occupied by the Permitted Occupant Licensees shall not be separately demised by walls or otherwise physically separated from the Leased balance of the Premises, (e) nor shall there be any separate access to or from the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform Premises for any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease shall be forwarded only to Assignee in accordance with the terms of the Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from any of its obligations under the Lease, (h) each such Permitted Occupant shall be deemed an invitee of Assignee, and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; Licensees;
(i) in no event any Licensee shall immediately vacate the occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed if it shall cease to create have a landlord/tenant substantial business relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the Lease, with Tenant; and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and
(j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other not more than nominal rent payments, which in no event 5,000 rentable square feet may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for Licensees at any purposes under Article 7 of the Original Leaseone time.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
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Samples: Lease (Franklin Resources Inc)
Permitted Occupants. 8.1 Notwithstanding anything to the contrary contained in this Article 7 14, Tenant shall have the right, without being subject to Landlord’s prior consent, or Landlord’s right to receive a Transfer Premium pursuant to Section 14.3 above, to sublease, license or let or otherwise permit occupancy of, up to an aggregate of [***] percent ([***]%) of the Original Lease Premises, to the contrary, Assignee may permit its clients, contractors, consultants, customers, auditors, strategic partners any individuals or other entities with whom Assignee has or is then establishing a bona fide business relationship (each a “Permitted Occupant”) which sublease, license or occupancy agreement, as the case may be, to occupy a Permitted Occupant shall be on and use up to 20% of the Leased Premises without the written consent of Landlord, subject to all of the following conditions: (ai) Tenant shall either have a business relationship (relating to the primary business of Tenant conducted in the Premises) with each such Business Affiliate or Tenant shall have at least a twenty percent (20%) voting or equity interest in such Business Affiliate; (ii) all such Permitted Occupant is Occupants shall be of character, is engaged in a business, uses character and reputation consistent with the Leased quality of the Building and Project as a first-class multi-tenant creative office building project; (iii) all such Permitted Occupants shall use the Premises in keeping with Assignee and the Permitted Use, (b) the use and occupancy by the Permitted Occupant is expressly subject to, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended by this Consent and Amendment, (c) any violation of any provision of the Lease, as amended by this Consent and Amendment, by the Permitted Occupant shall be deemed to be a default by Assignee under such provision, (d) the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased Premises, (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (f) all notices required of Landlord under the Lease shall be forwarded only to Assignee in accordance conformity with the terms all applicable provisions of the Lease and in this Lease; (iv) no event shall Landlord be required to send any notices to any Permitted Occupant, (g) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee from any of its obligations under the Lease, (h) each such Permitted Occupant shall be deemed an invitee of Assigneea governmental agency or instrumentality thereof described in Section 14.2.3 above which would permit Landlord to refuse consent to Tenant’s proposed sublease, and Assignee license or occupancy agreement pursuant to Section 14.2.3 if such sublease, license or occupancy agreement did not otherwise qualify under this Section 14.9; (v) such sublease, license or occupancy agreement is not a subterfuge by Tenant to avoid its obligations under this Article 14; (vi) there shall be fully and primarily liable for all acts and omissions no separate demising walls or entrances to the space which is the subject of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assigneesublease, license or occupancy agreement; (ivii) in no event shall the each such sublease, license and occupancy of any portion of the Leased Premises by any Permitted Occupant be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the Lease, and, in all instances, Assignee shall be considered the sole tenant under the Lease notwithstanding the occupancy of any portion of the Leased Premises by any Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original Lease.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property agreement shall be subject to Section 13.1 and subordinate to all of the Original Lease terms and provisions of this Lease, (relating to personal property taxesviii) Tenant shall, upon request from Landlord, promptly supply Landlord with the name of any such Permitted Occupant who uses the Premises for more than a one (1) month period on a consecutive basis (including, without limitation, any individual names in connection therewith) and Section 2.6 any documents or information reasonably requested by Landlord regarding any such Permitted Occupant and (viii) Tenant shall not operate or permit to be operated from the Premises a so-called “co-working” business or other flexible workplace center for purposes of providing office suites and shared office workplaces to members or third-parties. No such sublease, license or occupancy agreement, as the Original Lease (relating to surrender of possession)case may be, shall relieve Tenant from any liability under this Lease. However, nothing The rights set forth in this Section 8.3 14.9 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties be personal to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee Original Tenant and any Permitted Occupant. No disputes among Assignee Transferee Assignee, and may not be assigned to or utilized by any Permitted Occupant shall in assignee, sublessee, transferee or any way affect the obligations of Assignee under the Leaseother party.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 1 contract
Samples: Office Lease (GoodRx Holdings, Inc.)
Permitted Occupants. 8.1 Notwithstanding anything the foregoing, the prior consent of Landlord shall not be required, and Tenant shall not be obligated to deliver a Tenant’s Assignment/Sublease Offer Notice or Tenant’s Assignment/Sublease Consent Notice, and the provisions of Section 13.2 shall not apply with respect to, occupancy arrangements with employees of any company, firm or other entity (i) which is an Affiliate of Tenant, (ii) with whom Tenant has a contractual or other relationship providing for cooperative or collaborative research or development work, who is or typically would be located by Tenant in Article 7 one of its facilities, and/or (iii) in which Tenant has a beneficial interest and which is actively engaged in research activities using technology, techniques and/or equipment developed by or in collaboration with Tenant (collectively, “Permitted Occupants”) for the Original Lease use and occupancy of space within the Premises, provided that (a) Tenant does not separately demise such space and the Permitted Occupants utilize, in common with Tenant, common entryways to the contraryPremises as well as shared central services, Assignee may permit its clientssuch as reception, contractorsphotocopying and the like; (b) the Permitted Occupants shall occupy, consultantsin the aggregate, customers, auditors, strategic partners or other entities with whom Assignee has or is then establishing a bona fide business relationship (each a “Permitted Occupant”) to occupy and use up to not more than 20% of the Leased Premises without rentable area of the written consent of Landlord, subject to the following conditions: Premises; (ac) the Permitted Occupant is of character, is engaged Occupants occupy space in a business, uses the Leased Premises in keeping with Assignee and for the Permitted UseUse and for no other purpose; and (d) if requested by Xxxxxxxx, Tenant notifies Landlord, in writing, of the identity of any such Permitted Occupants prior to occupancy of the Premises by such Permitted Occupants. If any Permitted Occupants occupy any portion of the Premises as described herein, (bi) the use and occupancy by the Permitted Occupant is expressly subject toOccupants shall comply with all provisions of this Lease, and does not modify, the terms, covenants, conditions and obligations on Assignee’s part to be observed and performed under the Lease, as amended a default by this Consent and Amendment, (c) any violation of any provision of the Lease, as amended by this Consent and Amendment, by the Permitted Occupant shall be deemed to be a default by Assignee Tenant under such provision, this Lease; (d) the space occupied by the Permitted Occupant shall not be separately demised by walls from the Leased Premises, (e) the Permitted Occupant shall have no recourse against Landlord whatsoever on account of any failure by Landlord to perform any of its obligations under the Lease or on account of any other matter, (fii) all notices required of to be provided by Landlord under the this Lease shall be forwarded only to Assignee Tenant in accordance with the terms of the this Lease and in no event shall Landlord be required to send any notices to any Permitted Occupant, Occupants; (giii) in no event shall any use or occupancy of any portion of the Leased Premises by any Permitted Occupant release or relieve Assignee Tenant from any of its obligations under this Lease; (iv) the Lease, (h) each such Permitted Occupant Occupants shall be deemed an invitee to be contractors of Assignee, Tenant for purposes of Tenant’s indemnification obligations set forth in this Lease; and Assignee shall be fully and primarily liable for all acts and omissions of such Permitted Occupant as fully and completely as if such Permitted Occupant was an employee of Assignee; (iv) in no event shall the occupancy of any portion of the Leased Premises by any Permitted Occupant Occupants be deemed to create a landlord/tenant relationship between Landlord and such Permitted Occupant or be deemed to vest in Permitted Occupant any right or interest in the Leased Premises or the LeaseOccupants, and, in all instances, Assignee Tenant shall be considered the sole tenant under the this Lease notwithstanding the occupancy of any portion of the Leased Premises by any the Permitted Occupant; and (j) Assignee shall receive no rent, payment or other consideration in connection with such occupancy and use other than nominal rent payments, which in no event may be greater per rentable square foot occupied and used by such Permitted Occupant than the base rent and additional rent amounts (per rentable square foot in the Leased Premises) payable by Assignee under the Lease. No occupancy by a Permitted Occupant shall be considered an assignment or sublease for any purposes under Article 7 of the Original LeaseOccupants.
8.2 Assignee shall provide to Landlord promptly after request a written list of the names and contact information of all Permitted Occupants then being allowed access to the Leased Premises by Assignee.
8.3 Any equipment or other property of a Permitted Occupant in the Leased Premises or at the Property shall be subject to Section 13.1 of the Original Lease (relating to personal property taxes) and Section 2.6 of the Original Lease (relating to surrender of possession). However, nothing in this Section 8.3 shall diminish Landlord’s rights under the Lease or imply that Landlord has any duties to any Permitted Occupant. Assignee acknowledges that Landlord shall have no responsibility or liability for the allocation or use of the Leased Premises between Assignee and any Permitted Occupant. No disputes among Assignee and any Permitted Occupant shall in any way affect the obligations of Assignee under the Lease.
8.4 In addition to all other indemnity obligations of Assignee under the Lease and this Consent and Amendment, Assignee shall defend, indemnify and hold harmless Landlord, any Landlord’s mortgagee and their respective representatives and agents from and against all losses arising from all claims made by, attributable to, or otherwise relating to, any Permitted Occupant.
Appears in 1 contract
