Common use of Repair, Maintenance, Alterations and Additions Clause in Contracts

Repair, Maintenance, Alterations and Additions. NAI must keep the Property in good order, operating condition and appearance and must cause all necessary repairs, renewals and replacements to be promptly made. NAI will not allow any of the Property to be materially misused, abused or wasted, and NAI will promptly replace any worn-out fixtures and Tangible Personal Property with fixtures and personal property comparable to the replaced items when new. NAI will not, without the prior consent of BNPPLC, (i) remove from the Property any fixture or Personal Property having significant value except such as are replaced by NAI by fixtures or Personal Property of equal suitability and value, free and clear of any lien or security interest (and for purposes of this clause “significant value” will mean any fixture or Personal Property that has a value of more than $100,000 or that, when considered together with all other fixtures and Personal Property removed and not replaced by NAI by items of equal suitability and value, has an aggregate value of $500,000 or more) or (ii) make material new Improvements or alter Improvements in any material respect following completion of the Work contemplated in the Construction Agreement. However, during the Term, so long as no Event of Default has occurred and is continuing, BNPPLC will not unreasonably withhold a consent requested by NAI pursuant to the preceding sentence for the construction or alteration of Improvements. NAI acknowledges, however, that BNPPLC’s refusal or failure to give such consent will be deemed reasonable if BNPPLC believes in good faith that the construction or alteration for which NAI is requesting consent could have a material adverse impact upon the value of the Property (taken as whole), or if NAI has not provided BNPPLC with adequate information to allow BNPPLC to properly evaluate such impact on value. Without limiting the foregoing, NAI must notify BNPPLC before making any significant alterations to the Improvements during the Term, regardless of the impact on the value of the Property expected to result from such alterations.

Repair, Maintenance, Alterations and Additions. NAI must Tenant shall keep the Leased Property in good order, repair, operating condition and appearance (ordinary wear and must cause tear excepted), causing all necessary repairs, renewals renewals, replacements, additions and replacements improvements to be promptly made. NAI , and will not allow any of the Leased Property to be materially misused, abused or wasted, and NAI will wasted or to deteriorate. Tenant shall promptly replace any worn-out fixtures and Tangible Personal included within the Leased Property with fixtures and personal property comparable to the replaced items fixtures when newnew and repair any damage caused by the removal of such fixtures. NAI will Further, Tenant shall not, without the prior written consent of BNPPLCLandlord, (i) remove from the Leased Property any fixture or Personal Property having fixtures of significant value value, except such as are replaced by NAI Tenant by fixtures or Personal Property articles of equal suitability and value, free and clear of any lien or security interest Lien (and for purposes of this clause “"significant value” " will mean any fixture or Personal Property that has a value of more than $100,000 500,000 or that, when considered together with all other fixtures and Personal Property removed and not replaced by NAI Tenant by items articles of equal suitability and value, has an aggregate value of $500,000 1,000,000 or more) or (ii) make material new any alteration to any Improvements which significantly reduce the fair market value or alter Improvements change the general character of the Leased Property, taken as a whole, or which impair in any material respect following completion significant manner the useful life or utility of the Work contemplated Improvements, taken as whole. Upon request of Landlord made at any time when an Event of Default shall have occurred and be continuing, Tenant shall deliver to Landlord an inventory describing and showing the make, model, serial number and location of all fixtures and personalty, if any, included in the Construction AgreementLeased Property with a certification by Tenant that such inventory is a true and complete schedule of all such fixtures and personalty and that all items specified in the inventory are covered hereby free and clear of any Lien other than the Permitted Encumbrances described in Exhibit B. (r) Insurance and Casualty. However, during Throughout the Term, Tenant will keep all Improvements (including all alterations, additions and changes made to the Improvements) which are located within the Leased Property insured under an all-risk property insurance policy (excluding from coverage damage by flood or earthquake, but not excluding other perils normally included within the definitions of extended coverage, vandalism and malicious mischief) in the amount of one hundred percent (100%) of the replacement value with endorsements for contingent liability from operation of building laws, increased cost of construction and demolition costs which may be necessary to comply with building laws. Tenant will be responsible for determining the amount of property insurance to be maintained, but such coverage will be on an agreed value basis to eliminate the effects of coinsurance. Such insurance shall be issued by an insurance company or companies rated by the A.M. Best Company of Oldwick, New Jersey as having a policyholder's rating of A or better and a reported financial information rating of X or better. Any deductible applicable to such insurance shall not exceed $1,000,000 (or such other amount as Landlord and Tenant may agree upon in writing from time to time). Such insurance shall cover not only the value of Tenant's interest in the Improvements, but also the interest of Landlord, and such insurance shall include provisions that Landlord must be notified at least ten (10) days prior to any cancellation or reduction of insurance coverage. With this Lease Tenant shall deliver to Landlord a certificate from the applicable insurer or its authorized agent evidencing the insurance required by this subparagraph and any additional insurance which shall be taken out upon any part of the Leased Property. Thereafter, Tenant shall deliver to Landlord certificates from the applicable insurer or its authorized agent of renewals or replacements of all such policies of insurance at least five (5) days before any such insurance shall expire. Tenant further agrees that all such policies shall provide that proceeds thereunder will be payable to Landlord as Landlord's interest may appear. If Tenant fails to obtain any insurance required by this Lease or to provide confirmation of any such insurance as required by this Lease, Landlord shall be entitled (but not required) to obtain the insurance that Tenant has failed to obtain or for which Tenant has not provided the required confirmation and, without limiting Landlord's other remedies under the circumstances, Landlord may require Tenant to reimburse Landlord for the cost of such insurance and to pay interest thereon computed at the Default Rate from the date such cost was paid by Landlord until the date of reimbursement by Tenant. In the event any of the Leased Property is destroyed or damaged by fire, explosion, windstorm, hail or by any other casualty against which insurance shall have been required hereunder, (i) Landlord may, but shall not be obligated to, make proof of loss if not made promptly by Tenant, (ii) each insurance company concerned is hereby authorized and directed to make payment for such loss directly to Landlord for application as required by Paragraph 4, and (iii) Landlord's consent must be obtained for any settlement, adjustment or compromise of any claims for loss, damage or destruction under any policy or policies of insurance (provided, that if any such claim is for less than $2,000,000 and no Event of Default shall have occurred and be continuing, Tenant alone shall have the right to settle, adjust or compromise the claim as Tenant deems appropriate; and, provided further, that any disagreement between Landlord and Tenant about the amount for which any such claim should be settled shall, at the request of either party, be resolved as provided in Exhibit D, unless an Event of Default shall have occurred and be continuing, in which case Landlord alone shall have the right to settle, adjust or compromise the claim as Landlord deems appropriate). If any casualty shall result in damage to or loss or destruction of the Leased Property in excess of $3,000,000, Tenant shall give immediate notice thereof to Landlord and Paragraph 4 shall apply. Notwithstanding the foregoing provisions of this subparagraph 9.(r), following any fire or other casualty involving the Leased Property, if insurance proceeds totaling not more than $2,000,000 are to be recovered as a result thereof, or if in connection therewith Tenant shall have executed a Voluntary Minimum Pledge Commitment and delivered any additional Collateral required to satisfy such Voluntary Minimum Pledge Commitment, Tenant shall be entitled to receive directly and hold such insurance proceeds, so long as no Event of Default has shall have occurred and is continuingbe continuing and so long as Tenant applies such proceeds towards the restoration, BNPPLC will not unreasonably withhold a consent requested by NAI pursuant to the preceding sentence for the construction or alteration of Improvements. NAI acknowledges, however, that BNPPLC’s refusal or failure to give such consent will be deemed reasonable if BNPPLC believes in good faith that the construction or alteration for which NAI is requesting consent could have a material adverse impact upon the value replacement and repair of the Leased Property (taken as wholerequired by subparagraph 4.(b), or if NAI has not provided BNPPLC with adequate information to allow BNPPLC to properly evaluate such impact on value. Without limiting the foregoing, NAI must notify BNPPLC before making any significant alterations to the Improvements during the Term, regardless of the impact on the value of the Property expected to result from such alterations.

Repair, Maintenance, Alterations and Additions. NAI ChoicePoint must keep the Property in good order, operating condition and appearance and must cause all necessary repairs, renewals and replacements to be promptly made. NAI ChoicePoint will not allow any of the Property to be materially misused, abused or wasted, and NAI ChoicePoint will promptly replace any worn-out fixtures and Tangible tangible Personal Property with fixtures and personal property comparable to the replaced items when new. NAI ChoicePoint will not, without the prior consent of BNPPLC, (i) remove from the Property any fixture or Personal Property having significant value except such as are replaced by NAI ChoicePoint by fixtures or Personal Property of equal suitability and value, free and clear of any lien or security interest (and for purposes of this clause “significant value” will mean any fixture or Personal Property that has a value of more than $100,000 or that, when considered together with all other fixtures and Personal Property removed and not replaced by NAI ChoicePoint by items of equal suitability and value, has an aggregate value of $500,000 or more) or (ii) make material new Improvements or alter Improvements in any material respect following completion of the Work contemplated in the Construction Agreementrespect. However, during the Term, so long as no Event of Default has occurred and is continuing, BNPPLC will not unreasonably withhold a consent requested by NAI ChoicePoint pursuant to the preceding sentence for the construction or alteration of Improvements. NAI ChoicePoint acknowledges, however, that BNPPLC’s refusal or failure to give such consent will be deemed reasonable if BNPPLC believes in good faith that the construction or alteration for which NAI ChoicePoint is requesting consent could have a material adverse impact upon the value of the Property (taken as whole), or if NAI ChoicePoint has not provided BNPPLC with adequate information to allow BNPPLC to properly evaluate such impact on value. Without limiting the foregoing, NAI ChoicePoint must notify BNPPLC before making any significant alterations to the Improvements during the TermImprovements, regardless of the impact on the value of the Property expected to result from such alterations.

Repair, Maintenance, Alterations and Additions. NAI must keep the Property in good order, operating condition and appearance and must cause all necessary repairs, renewals and replacements to be promptly made. NAI will not allow any of the Property to be materially misused, abused or wasted, and NAI will promptly replace any worn-out fixtures and Tangible Personal Property with fixtures and personal property comparable to the replaced items when new. NAI will not, without the prior consent of BNPPLC, (i) remove from the Property any fixture or Personal Property having significant value except such as are replaced by NAI by fixtures or Personal Property of equal suitability and value, free and clear of any lien or security interest (and for purposes of this clause “significant value” will mean any fixture or Personal Property that has a value of more than $100,000 or that, when considered together with all other fixtures and Personal Property removed and not replaced by NAI by items of equal suitability and value, has an aggregate value of $500,000 or more) or (ii) make material new Improvements or alter Improvements in any material respect following completion of the Work contemplated in the Construction Agreementrespect. However, during the Term, so long as no Event of Default has occurred and is continuing, BNPPLC will not unreasonably withhold a consent requested by NAI pursuant to the preceding sentence for the construction or alteration of Improvements. NAI acknowledges, however, that BNPPLC’s refusal or failure to give such consent will be deemed reasonable if BNPPLC believes in good faith that the construction or alteration for which NAI is requesting consent could have a material adverse impact upon the value of the Property (taken as whole), or if NAI has not provided BNPPLC with adequate information to allow BNPPLC to properly evaluate such impact on value. Without limiting the foregoing, NAI must notify BNPPLC before making any significant alterations to the Improvements during the TermImprovements, regardless of the impact on the value of the Property expected to result from such alterations.

Repair, Maintenance, Alterations and Additions. NAI must keep the Property in good order, operating condition and appearance and must cause all necessary repairs, renewals and replacements to be promptly made. NAI will not allow any of the Property to be materially misused, abused or wasted, and NAI will promptly replace any worn-out fixtures and Tangible tangible Personal Property with fixtures and personal property comparable to the replaced items when new. NAI will not, without the prior consent of BNPPLC, (i) remove from the Property any fixture or Personal Property having significant value except such as are replaced by NAI by fixtures or Personal Property of equal suitability and value, free and clear of any lien or security interest (and for purposes of this clause “significant value” will mean any fixture or Personal Property that has a value of more than $100,000 or that, when considered together with all other fixtures and Personal Property removed and not replaced by NAI by items of equal suitability and value, has an aggregate value of $500,000 or more) or (ii) make material new Improvements or alter Improvements in any material respect following completion of the Work contemplated in the Construction Management Agreement. However, during the Termprovided that no 97-10/Event has occurred, and so long as no Event of Default has occurred and is continuing, BNPPLC will not unreasonably withhold a consent requested by NAI pursuant to the preceding sentence for the construction or alteration of Improvements. NAI acknowledges, however, that BNPPLC’s refusal or failure to give such consent will be deemed reasonable if BNPPLC believes in good faith that the construction or alteration for which NAI is requesting consent could have a material adverse impact upon the value of the Property (taken as whole), or if NAI has not provided BNPPLC with adequate information to allow BNPPLC to properly evaluate such impact on value. Without limiting the foregoing, NAI must notify BNPPLC before making any significant alterations to the Improvements during after the Termcompletion of the Construction Project, regardless of the impact on the value of the Property expected to result from such alterations.

Repair, Maintenance, Alterations and Additions. NAI must Xxxx shall keep the Property in good order, operating condition and appearance and must shall cause all necessary repairs, renewals and replacements to be promptly made. NAI Xxxx will not allow any of the Property to be materially misused, abused or wasted, and NAI will Xxxx shall promptly replace any worn-out fixtures and Tangible Personal Property with fixtures and personal property Personal Property comparable to the replaced items when new. NAI will All Personal Property and fixtures listed on Schedule I of each Construction Advance Request Form that is delivered to BNPPLC as provided in the Construction Management Agreement shall be installed or placed on the Property, and shall not be removed from the Property except as expressly permitted by this subparagraph. Xxxx shall not, without the prior consent of BNPPLC, (i) remove from the Property any fixture or Personal Property having significant value except such as are replaced by NAI Xxxx by fixtures or Personal Property of equal suitability and value, free and clear of any lien or security interest (and for purposes of this clause “"significant value” " will mean any fixture or Personal Property that has a value of more than $100,000 or that, when considered together with all other fixtures and Personal Property removed and not replaced by NAI Xxxx by items of equal suitability and value, has an aggregate value of $500,000 or more) or (ii) make material new Improvements or alter Improvements in any material respect following completion respect, except as part of the Work contemplated performed in accordance with the Construction Management Agreement. However, during the Term, so long as no Event of Default has occurred and is continuing, BNPPLC will not unreasonably withhold a consent requested by NAI pursuant to the preceding sentence for the construction or alteration of Improvements. NAI acknowledges, however, that BNPPLC’s refusal or failure to give such consent will be deemed reasonable if BNPPLC believes in good faith that the construction or alteration for which NAI is requesting consent could have a material adverse impact upon the value of the Property (taken as whole), or if NAI has not provided BNPPLC with adequate information to allow BNPPLC to properly evaluate such impact on value. Without limiting the foregoing, NAI must Xxxx will notify BNPPLC before making any significant alterations to the Improvements during after the Term, regardless completion of the impact on Construction Project. Nothing in this subparagraph, however, is intended to limit Xxxx'x rights and obligations under other express provisions of this Lease and the value of Construction Management Agreement with respect to the Property expected to result from such alterationsConstruction Project.

Repair, Maintenance, Alterations and Additions. NAI must Tenant shall keep the Leased Property in good order, repair, operating condition and appearance (ordinary wear and must cause tear excepted), causing all necessary repairs, renewals renewals, replacements, additions and replacements improvements to be promptly made. NAI , and will not allow any of the Leased Property to be materially misused, abused or wasted, and NAI will wasted or to deteriorate. Tenant shall promptly replace any worn-out fixtures and Tangible Personal included within the Leased Property with fixtures and personal property comparable to the replaced items fixtures when newnew and repair any damage caused by the removal of such fixtures. NAI will Further, Tenant shall not, without the prior written consent of BNPPLCLandlord, (i) remove from the Leased Property any fixture or Personal Property having fixtures of significant value value, except such as are replaced by NAI Tenant by fixtures or Personal Property articles of equal suitability and value, free and clear of any lien or security interest Lien (and for purposes of this clause “"significant value” " will mean any fixture or Personal Property that has a value of more than $100,000 or that, when considered together with all other fixtures and Personal Property removed and not replaced by NAI Tenant by items articles of equal suitability and value, has an aggregate value of $500,000 or more) or (ii) make material any alteration to any Improvements which significantly reduce the fair market value or change the general character of the Leased Property, taken as a whole, or which impair in any significant manner the useful life or utility of the Improvements, taken as whole. Notwithstanding the foregoing provisions of this subparagraph 8.(q), Tenant may construct the following substantial new Improvements to the Leased Property and modify or alter remove existing Improvements as reasonably required in any material respect following completion connection with such construction: (1) a new building and separate parking structure to be used as a data center; (2) an expansion of the Work contemplated in cafeteria; and (3) an elevated walkway between Building 100 (which is on the Construction Agreement. HoweverLand) and Building 500 (which is on land adjacent to the Land and is presently leased to Tenant by Landlord pursuant to another lease agreement); provided, during the Term, so long as however: no Event of Default has occurred and is continuing; Tenant causes the construction to be performed in a good and workmanlike manner and in accordance with Applicable Laws; Tenant causes the construction to be completed in a manner that does not significantly reduce the fair market value of or change the general character of the Leased Property, BNPPLC taken as a whole, or impair in any significant manner the useful life or utility of the Improvements, taken as whole; in the case of the elevated walkway, Landlord must have approved (which approval will not be unreasonably withhold a consent requested by NAI withheld) an agreement which negates any easements or rights that would run with the land or prevent the removal of the walkway, except as expressly set forth in such agreement, if the same Person should cease to own both Building 100 and Building 500; and Tenant causes the construction to be completed prior to any Designated Sale Date on which neither Tenant nor any Applicable Purchaser purchases the Leased Property pursuant to the preceding sentence Purchase Agreement for the construction or alteration of Improvements. NAI acknowledges, however, that BNPPLC’s refusal or failure a price to give such consent will be deemed reasonable if BNPPLC believes in good faith that the construction or alteration for which NAI is requesting consent could have a material adverse impact upon the value Landlord (when taken together with any additional payments made by Tenant pursuant to Paragraph 2(a)(ii) of the Purchase Agreement, in the case of a purchase by an Applicable Purchaser) of not less than the Purchase Price. Upon request of Landlord made at any time when an Event of Default shall have occurred and be continuing, Tenant shall deliver to Landlord an inventory describing and showing the make, model, serial number and location of all fixtures and personalty, if any, included in the Leased Property (taken as whole), or if NAI has not provided BNPPLC with adequate information to allow BNPPLC to properly evaluate a certification by Tenant that such impact on value. Without limiting inventory is a true and complete schedule of all such fixtures and personalty and that all items specified in the foregoing, NAI must notify BNPPLC before making inventory are covered hereby free and clear of any significant alterations to Lien other than the Improvements during the Term, regardless of the impact on the value of the Property expected to result from such alterations.Permitted Encumbrances described in Exhibit B.

Repair, Maintenance, Alterations and Additions. NAI must keep the Property in good order, operating condition and appearance and must cause all necessary repairs, renewals and replacements to be promptly made. NAI will not allow any of the Property to be materially misused, abused or wasted, and NAI will promptly replace any worn-out fixtures and Tangible tangible Personal Property with fixtures and personal property comparable to the replaced items when new. NAI will not, without the prior consent of BNPPLC, (i) remove from the Property any fixture or Personal Property having significant value except such as are replaced by NAI by fixtures or Personal Property of equal suitability and value, free and clear of any lien or security interest (and for purposes of this clause “significant value” will mean any fixture or Personal Property that has a value of more than $100,000 or that, when considered together with all other fixtures and Personal Property removed and not replaced by NAI by items of equal suitability and value, has an aggregate value of $500,000 or more) or (ii) make material new Improvements or alter Improvements in any material respect following completion of the Work contemplated in the Construction Agreement. However, during the Termprovided that no 97-10/Meltdown Event has occurred, and so long as no Event of Default has occurred and is continuing, BNPPLC will not unreasonably withhold a consent requested by NAI pursuant to the preceding sentence for the construction or alteration of Improvements. NAI acknowledges, however, that BNPPLC’s refusal or failure to give such consent will be deemed reasonable if BNPPLC believes in good faith that the construction or alteration for which NAI is requesting consent could have a material adverse impact upon the value of the Property (taken as whole), or if NAI has not provided BNPPLC with adequate information to allow BNPPLC to properly evaluate such impact on value. Without limiting the foregoing, NAI must notify BNPPLC before making any significant alterations to the Improvements during the Term, regardless of the impact on the value of the Property expected to result from such alterations.

Repair, Maintenance, Alterations and Additions. NAI must During the Term, Tenant shall keep the Leased Property in good order, repair, operating condition and appearance (subject to reasonable deviations required to accommodate Construction Projects permitted by this Lease and must ordinary wear and tear) and shall cause all necessary repairs, renewals renewals, replacements, additions and replacements improvements to the Leased Property to be promptly made. NAI will Tenant shall not allow any of the Leased Property to be materially misused, abused or wastedwasted or to deteriorate (subject to reasonable deviations required to accommodate Construction Projects permitted by this Lease and ordinary wear and tear), and NAI will Tenant shall promptly replace any worn-out fixtures and Tangible Personal Property with fixtures and personal property Personal Property comparable to the replaced items when new. NAI will Tenant shall not, without the prior written consent of BNPPLCLandlord, (i) remove from the Leased Property any fixture or Personal Property having significant value except such as are replaced by NAI Tenant by fixtures or Personal Property of equal suitability and value, free and clear of any lien or security interest (and for purposes of this clause “"significant value” " will mean any fixture or Personal Property that has a value of more than $100,000 or that, when considered together with all other fixtures and Personal Property removed and not replaced by NAI Tenant by items of equal suitability and value, has an aggregate value of $500,000 1,000,000 or more) or (ii) make material new Improvements or alter Improvements in except as part of Construction Projects meeting the requirements of Paragraph 6(b). At any material respect following completion time requested by Landlord, Tenant shall deliver to Landlord an inventory describing and showing the make, model, serial number and location of the Work contemplated each item of Personal Property having a significant value with a certification by Tenant that such inventory is true and complete and that all items specified in the Construction Agreement. However, during inventory are free and clear of any lien or security interest other than the Term, so long as no Event of Default has occurred and is continuing, BNPPLC will not unreasonably withhold a consent requested by NAI pursuant to the preceding sentence for the construction or alteration of Improvements. NAI acknowledges, however, that BNPPLC’s refusal or failure to give such consent will be deemed reasonable if BNPPLC believes Permitted Encumbrances described in good faith that the construction or alteration for which NAI is requesting consent could have a material adverse impact upon the value of the Property (taken as whole), or if NAI has not provided BNPPLC with adequate information to allow BNPPLC to properly evaluate such impact on value. Without limiting the foregoing, NAI must notify BNPPLC before making any significant alterations to the Improvements during the Term, regardless of the impact on the value of the Property expected to result from such alterations.Exhibit B.

Repair, Maintenance, Alterations and Additions. NAI must Subject to Paragraph 5, Tenant shall keep the Leased Property in good order, repair, operating condition and appearance (ordinary wear and must cause tear excepted), causing all necessary repairs, renewals renewals, replacements, additions and replacements improvements to be promptly made. NAI , and will not allow any of the Leased Property to be materially misused, abused or wasted, and NAI will wasted or to materially deteriorate. Tenant shall promptly replace any worn-out fixtures and Tangible Personal Property covered by this Lease with fixtures and personal property comparable to the replaced items fixtures when new. NAI will , and Tenant shall not, without the prior written consent of BNPPLCLandlord, (i) remove from the Leased Property any fixture or Personal Property having fixtures of significant value covered by this Lease except such as are replaced by NAI Tenant by fixtures or Personal Property articles of equal suitability and value, free and clear of any lien Lien other than Permitted Encumbrances or security interest (and for purposes of this clause “significant value” will mean any fixture or Personal Property that has a value of more than $100,000 or thatLandlord's Liens, when considered together with all other fixtures and Personal Property removed and not replaced by NAI by items of equal suitability and value, has an aggregate value of $500,000 or more) or (ii) make material new any structural alteration to any Improvements or alter Improvements any alterations thereto which significantly reduce the fair market value or which change the general character of the Leased Property or which impair in any material respect following completion significant manner the useful life or utility of any Improvements; provided, however, the Work contemplated in restrictions imposed upon Tenant by this subparagraph shall not be construed to impair Tenant's right to undertake the initial or any subsequent Construction AgreementProject permitted by other provisions of this Lease. However, during the Term, so long as no Upon request of Landlord made when an Event of Default has shall have occurred and is be continuing, BNPPLC will Tenant shall deliver to Landlord an inventory describing and showing the make, model, serial number and location of all Trade Fixtures and personalty not unreasonably withhold included in the Leased Property with a consent requested certification by NAI pursuant to Tenant that such inventory is a true and complete schedule of all such Trade Fixtures and personalty and that all items covered hereby are free and clear of any Lien other than the preceding sentence for the construction Permitted Encumbrances or alteration of Improvements. NAI acknowledges, however, that BNPPLC’s refusal or failure to give such consent will be deemed reasonable if BNPPLC believes in good faith that the construction or alteration for which NAI is requesting consent could have a material adverse impact upon the value of the Property (taken as whole), or if NAI has not provided BNPPLC with adequate information to allow BNPPLC to properly evaluate such impact on value. Without limiting the foregoing, NAI must notify BNPPLC before making any significant alterations to the Improvements during the Term, regardless of the impact on the value of the Property expected to result from such alterationsLandlord's Liens.

Repair, Maintenance, Alterations and Additions. NAI must Specialty Laboratories shall keep the Property in good order, operating condition and appearance and must shall cause all necessary repairs, renewals and replacements to be promptly made. NAI Specialty Laboratories will not allow any of the Property to be materially misused, abused or wasted, and NAI will Specialty Laboratories shall promptly replace any worn-out fixtures and Tangible Personal Property with fixtures and personal property Personal Property comparable to the replaced items when new. NAI will Specialty Laboratories shall not, without the prior consent of BNPPLC, (i) remove from the Property any fixture or Personal Property having significant value except such as are replaced by NAI Specialty Laboratories by fixtures or Personal Property of equal suitability and value, free and clear of any lien or security interest (and for purposes of this clause “"significant value” " will mean any fixture or Personal Property that has a value of more than $100,000 or that, when considered together with all other fixtures and Personal Property removed and not replaced by NAI Specialty Laboratories by items of equal suitability and value, has an aggregate value of $500,000 or more) or (ii) make material new Improvements or alter Improvements in any material respect following completion of the Work contemplated in the Construction Management Agreement. However, during the Termprovided that no 97-10/Event has occurred, and so long as no Event of Default has occurred and is continuing, BNPPLC will not unreasonably withhold a consent requested by NAI Specialty Laboratories pursuant to the preceding sentence for the construction or alteration of Improvementssentence. NAI Specialty Laboratories acknowledges, however, that BNPPLC’s 's refusal or failure to give such consent will shall be deemed reasonable if BNPPLC believes in good faith that the construction or alteration action for which NAI Specialty Laboratories is requesting consent could will have a material adverse impact upon the value of the Property (taken as whole), or if NAI Specialty Laboratories has not provided BNPPLC with adequate information to allow BNPPLC to properly evaluate such impact on value. Without limiting the foregoing, NAI must Specialty Laboratories will notify BNPPLC before making any significant alterations to the Improvements during after the Term, regardless completion of the impact on the value of the Property expected to result from such alterationsConstruction Project.