Common use of Solar Panels Clause in Contracts

Solar Panels. A. So long as Tenant is not in Default, subject to the provisions of this Section 33, Tenant, at its cost, shall be permitted during the Term (including any extension or renewal thereof) to access the roof of the Building from time to time for the purpose of installing, operating, maintaining, repairing and removing solar panels (individually or collectively, the “Solar Panels”) in connection with Tenant’s permitted use of the Premises. The manner in which Tenant and its authorized agents and employees access the roof of the Building pursuant to this Section 33, the safety protocols required for such access to the roof, the weight and sizes of the Solar Panels, the path of travel and general location in which Tenant shall be permitted to install operate the Solar Panels, and the manner of connection of the Solar Panels to the electrical system in the Building or to Tenant’s products for testing purposes shall be subject to the compliance by Tenant, any Tenant Entities and contractors with any rules, regulations or guidelines established by Landlord in connection with such access (collectively, the “Access Plan”). B. In the event Tenant affixes or otherwise attaches any Solar Panels on the roof of the Building, the number of Solar Panels Tenant installs pursuant to this Section 33, the location on the roof in which the Solar Panels may be installed (the “Solar Roof Space”) and the manner in which the Solar Panels are installed shall be subject to Landlord’s approval in its reasonable discretion. Landlord reserves the right to require Tenant to relocate the Solar Roof Space at Landlord’s cost if Landlord determines in good faith that such relocation is reasonably necessary, provided that Landlord’s designation of relocated Solar Roof Space shall take into account Tenant’s use of the Solar Panels and the associated need to maximize solar exposure in any such location. Notwithstanding the foregoing, Tenant’s right to affix or otherwise attach any Solar Panels shall be subject to the terms of Section 9 of this Lease, including the approval rights of Landlord and Landlord’s architect and/or engineer with respect to the plans and specifications (“Solar Plans and Specifications”) of the Solar Panels (including without limitation the weight and size of the Solar Panels), the manner in which the Solar Panels (if any) are attached to the roof of the Building (which installation shall not penetrate the roof, except for wiring from the Solar Roof Space to the Premises, if any) and the manner in which any cables are run to and from the Solar Panels; Landlord’s approval not to be unreasonably withheld. If Tenant replaces any attached Solar Panels during the Term, the precise specifications and a general description of any replacement Solar Panels along with Solar Plans and Specifications and all documents Landlord reasonably requires to review the installation of such replacement Solar Panels shall be submitted to Landlord for Landlord’s written approval (not to be unreasonably withheld) no later than twenty (20) days before Tenant commences such replacement of such Solar Panels. Landlord makes no representations or warranties concerning the suitability of the Building for the installation, operation, maintenance or use of the Solar Panels, and reserves the right to approve or disapprove the installation of any Solar Panels that Landlord or Landlord’s consultants reasonably determine might adversely impact the roof or any warranty on the roof, the structural integrity of the Building or any Building System. C. Tenant specifically acknowledges and agrees that the terms and conditions of Sections 9, 14 and 15 of the Lease shall apply with full force and effect to the Solar Roof Space and any other portions of the roof accessed or utilized by Tenant or any Tenant Entity. Tenant shall be solely responsible for obtaining and maintaining all necessary governmental and regulatory permits and approvals and complying with all applicable Laws for any access to the roof of the Building and for the installation, use, maintenance and removal of the Solar Panels. In the event Tenant is unable to obtain the necessary permits and approvals from any applicable governmental authorities for the Solar Panels, Tenant shall have no remedy, claim or recourse against Landlord, nor shall such failure or inability to obtain permits and approvals provide Tenant the right to terminate this Lease. If Landlord determines that Tenant or any Tenant Entities fail to comply with the Access Plan or that any affixed or otherwise attached Solar Panels do not comply with the approved Solar Plans and Specifications, that any portion of the Building has been damaged during installation of the Solar Panels or that the installation was defective, Landlord shall notify Tenant of any noncompliance or detected problems and Tenant immediately shall cure the defects. If the Tenant fails to promptly cure the defects, Tenant shall pay to Landlord upon demand the cost, as reasonably determined by Landlord, of correcting any defects and repairing any damage to the Building caused by such failure to follow the Access Plan and/or such installation. To the extent Tenant affixes or otherwise attaches any Solar Panels to the Solar Roof Space, if at any time Landlord reasonably deems it necessary or advisable, Tenant shall provide and install, at Tenant’s sole cost and expense, appropriate aesthetic screening, reasonably satisfactory to Landlord, for the Solar Panels (the “Solar Aesthetic Screening”). D. Tenant shall have access to the roof of the Building and the Solar Roof Space for the purpose of maintaining, repairing and removing the Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, all of which shall be performed by Tenant or Tenant’s authorized representative or contractors, at Tenant’s sole cost and risk in full compliance with the Access Plan. Landlord shall retain the key to the roof, and Tenant shall check the key in and out from the Building manager as needed. Only authorized engineers, employees or properly authorized contractors of Tenant, government inspectors, or persons under their direct supervision will be permitted to have access to the roof of the Building and the Solar Roof Space. Tenant shall maintain a log documenting the time, duration and name of persons who access the roof of the Building and the Solar Roof Space, and Tenant shall provide Landlord with a copy of such log on a weekly basis. Tenant further agrees to exercise firm control over the people requiring access to the roof of the Building and the Solar Roof Space in order to keep to a minimum the number of people having access to the roof of the Building and the Solar Roof Space and the frequency of their visits. Tenant also agrees that Tenant and other people requiring access to the roof of the Building and the Solar Roof Space shall not access any portion of the roof of the Building that is above any other tenant’s (as opposed to a subtenant of Tenant) space. The access, installation, maintenance, operation and removal of the Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, is not permitted to damage the Building or the roof thereof, or interfere with the use of the Building and roof by Landlord. Tenant shall only use established walkpaths to access the roof of the Building and the Solar Roof Space, and Tenant agrees to be responsible for any damage caused to the roof or any other part of the Building which may be caused by Tenant or any Tenant Entity or contractor. Neither Landlord nor any Landlord Party shall have any responsibility or liability for the conduct or safety of any of Tenant’s representatives, repair, maintenance and engineering personnel while in or on any part of the Building or the Solar Roof Space. Landlord shall inspect and document the condition of the roof of the Building and the Solar Roof Space as of the Commencement Date of this Lease, and may continue to inspect the roof of the Building and the Solar Roof Space at any time to ensure Tenant’s compliance with the provisions of this Section 33 and the Access Plan; provided, however, that Landlord shall use reasonable efforts during any such inspection not to interfere with the operation of the Solar Panels or to damage Solar Panels or any associated equipment. At Tenant’s request, Tenant may accompany Landlord on any such inspection in order to assure that any such Solar Panels are not damaged or interfered with during any such inspection. E. Tenant agrees that the access, installation, use or maintenance of the Solar Panels shall not cause any interference with the Building systems (including the Building heating, ventilation and air conditioning system) or the use by Landlord or any other tenant of the Building. In the event Tenant’s equipment causes such interference, Tenant will take any steps necessary to eliminate the interference. If said interference cannot be eliminated within a reasonable period of time, in the sole but good faith judgment of Landlord, then Tenant agrees to remove the Solar Panels from the Solar Roof Space. Tenant shall, at its sole cost and expense, and at its sole risk, operate and maintain the Solar Panels in a good and workmanlike manner, and in compliance with all Building, electric, communication, and safety codes, ordinances, standards, regulations and requirements, now in effect or hereafter promulgated, of the federal government and of the state, city and county in which the Building is located. Any access to the Roof Space by Tenant or any Tenant Entities or contractors shall comply with all Regulations, including without limitation California Division of Occupational Safety and Health requirements. F. The Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, shall remain the personal property of Tenant during the Term. At the expiration or earlier termination of the Term, Landlord may determine whether or not the Solar Panels, appurtenances and the Solar Aesthetic Screening shall be removed by Tenant at its own expense at the expiration or earlier termination of this Lease or Tenant’s right to possession hereunder. Tenant shall repair any damage caused by such removal, including the patching of any holes to match, as closely as possible, the color surrounding the area where the equipment and appurtenances were attached. Tenant agrees to maintain all of the Tenant’s equipment placed on or about the roof or in any other part of the Building in proper operating condition and maintain same in satisfactory condition as to appearance and safety in Landlord’s sole discretion. Such maintenance and operation shall be performed in a manner to avoid any interference with any other tenants or Landlord. Tenant agrees that at all times during the Term, it will keep the roof of the Building and the Solar Roof Space free of all trash or waste materials produced by Tenant or any Tenant Entities. G. In light of the specialized nature of the Solar Panels, Tenant shall be permitted to utilize the services of its selected contractor for operation, removal and repair of any affixed or otherwise attached Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, subject to the reasonable prior approval of Landlord. Notwithstanding the foregoing, Tenant must provide Landlord with prior written notice of any such removal or repair and coordinate such work with Landlord in order to avoid voiding or otherwise adversely affecting any warranties granted to Landlord with respect to the roof. If required by Landlord, Tenant, at its sole cost and expense, shall retain any contractor having a then existing warranty in effect on the roof to perform such work (to the extent that it involves the roof), or, at Tenant’s option, to perform such work in conjunction with Tenant’s contractor. H. If Tenant is in Default, Landlord shall be permitted to exercise all remedies provided under the terms of this Lease, including prohibiting further access to the Solar Roof Space, removing any affixed or otherwise attached Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, and restoring the Building and the Solar Roof Space to the condition that existed prior to the installation of the Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any. If Landlord removes any affixed or otherwise attached Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, as a result of a Default, Tenant shall be liable for all costs and expenses Landlord incurs in removing the Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, and repairing any damage to the Building, the roof of the Building and the Solar Roof Space caused by the installation, operation or maintenance of the Solar Panels, the appurtenances, and the Solar Aesthetic Screening, if any. I. The Solar Panels and Solar Roof Space may be used by Tenant only in the conduct of Tenant’s customary business in the Premises. Tenant’s rights pursuant to this Section 33 are personal to the named Tenant under this Lease and any Permitted Transferee pursuant to a Permitted Transfer and are not transferable.

Solar Panels. A. (a) So long as Tenant is not in Defaultpossession of the Premises pursuant to this Lease, and notwithstanding other provisions of this lease to the contrary, Tenant may, subject to the provisions of this Section 33terms and conditions set forth herein, Tenantinstall, at its costrepair, maintain and replace Solar Panels providing electric power for consumption in the Premises only, together with associated wiring from the Solar Panels to the Premises (collectively "Solar Panels"), which Solar Panels shall be permitted during the Term (including any extension or renewal thereof) to access located on the roof of the Building from time to time in an area thereon situated above the Premises, as more specifically designated by Landlord (the "Solar Panel Area"). The Solar Panels shall be used by Tenant solely for the purpose of installing, operating, maintaining, repairing and removing solar panels above-described purpose. (individually or collectively, the “Solar Panels”b) in connection with Tenant’s permitted use of the Premises. The manner in which Tenant and its authorized agents and employees access the roof of the Building pursuant to this Section 33, the safety protocols required for such access to the roof, the weight and sizes of the Solar Panels, the path of travel and general location in which Tenant shall be permitted to install operate the Solar Panels, and the manner of connection Installation of the Solar Panels to the electrical system in the Building or to Tenant’s products for testing purposes shall be subject to the compliance at Tenant's sole cost and expense and shall be completed in a good and workmanlike fashion by Tenant's contractor (to be approved in advance in writing by Landlord, any Tenant Entities which approval shall not be unreasonably withheld). The exact size and contractors with any rules, regulations or guidelines established by Landlord in connection with such access (collectively, the “Access Plan”). B. In the event Tenant affixes or otherwise attaches any Solar Panels on the roof of the Building, the number of Solar Panels Tenant installs pursuant to this Section 33, the location on the roof in which the Solar Panels may be installed (the “Solar Roof Space”) and the manner in which the Solar Panels are installed shall be subject to Landlord’s approval in its reasonable discretion. Landlord reserves the right to require Tenant to relocate the Solar Roof Space at Landlord’s cost if Landlord determines in good faith that such relocation is reasonably necessary, provided that Landlord’s designation of relocated Solar Roof Space shall take into account Tenant’s use configuration of the Solar Panels Panel Area, as well as the method of installation, specifications and design of the associated need to maximize solar exposure in any such location. Notwithstanding the foregoing, Tenant’s right to affix or otherwise attach any Solar Panels shall be subject to the terms of Section 9 of this LeaseLandlord's prior written approval. (c) Tenant shall be solely responsible for all repair, including the approval rights of Landlord replacement and Landlord’s architect and/or engineer with respect to the plans and specifications (“Solar Plans and Specifications”) maintenance of the Solar Panels (including without limitation the weight and size of the Solar Panels), the manner in which Tenant waives all claims against Landlord for any damage or loss to the Solar Panels due to any cause whatsoever. (if anyd) are attached to the roof of the Building Tenant shall indemnify and hold Landlord harmless from and against any and all losses, damages, claims, expenses (which installation shall not penetrate the roofincluding reasonable attorneys' fees), except for wiring from the Solar Roof Space to the Premises, if any) and the manner in which any cables are run to and from the Solar Panels; Landlord’s approval not to be unreasonably withheld. If Tenant replaces any attached Solar Panels during the Term, the precise specifications and a general description liabilities of any replacement Solar Panels along sort whatsoever, arising in connection with Solar Plans and Specifications and all documents Landlord reasonably requires to review the installation of such replacement Solar Panels shall be submitted to Landlord for Landlord’s written approval (not to be unreasonably withheld) no later than twenty (20) days before Tenant commences such replacement of such Solar Panels. Landlord makes no representations or warranties concerning the suitability of the Building for the installation, operationmaintenance, maintenance replacement, removal or use of the Solar Panels, and reserves the right to approve or disapprove the installation of shall repair, at its sole cost, any Solar Panels that Landlord or Landlord’s consultants reasonably determine might adversely impact the roof or any warranty on the roof, the structural integrity of the Building or any Building System. C. Tenant specifically acknowledges and agrees that the terms and conditions of Sections 9, 14 and 15 of the Lease shall apply with full force and effect damage to the Solar Roof Space and any other portions of the roof accessed or utilized by Tenant or any Tenant Entity. Tenant shall be solely responsible for obtaining and maintaining all necessary governmental and regulatory permits and approvals and complying with all applicable Laws for any access Building, including but not limited to the roof of the Building membrane, deck and for structure caused by the installation, usemaintenance, maintenance and replacement, removal or use of the Solar Panels. In . (e) Upon termination of Tenant's possession of the event Premises, or earlier if Tenant is unable ceases to obtain use the necessary permits and approvals from any applicable governmental authorities Solar Panels for the Solar Panelspurpose set forth above, Tenant shall have no remedyshall, claim or recourse against Landlordat Tenant's cost, nor shall such failure or inability to obtain permits and approvals provide Tenant remove the right to terminate this Lease. If Landlord determines that Tenant or any Tenant Entities fail to comply with the Access Plan or that any affixed or otherwise attached Solar Panels do not comply with and restore the approved Solar Plans and Specifications, that any portion affected portions of the Building has been damaged during installation of the Solar Panels or to a good, safe condition at least as good as that existing prior to the installation was defective, Landlord shall notify Tenant of any noncompliance or detected problems and Tenant immediately shall cure the defects. If the Tenant fails to promptly cure the defects, Tenant shall pay to Landlord upon demand the cost, as reasonably determined by Landlord, of correcting any defects and repairing any damage to the Building caused by such failure to follow the Access Plan and/or such installation. To the extent Tenant affixes or otherwise attaches any Solar Panels to the Solar Roof Space, if at any time Landlord reasonably deems it necessary or advisable, Tenant shall provide and install, at Tenant’s sole cost and expense, appropriate aesthetic screening, reasonably satisfactory to Landlord, for the Solar Panels (the “Solar Aesthetic Screening”). D. Tenant shall have access to the roof of the Building and the Solar Roof Space for the purpose of maintaining, repairing and removing the Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, all of which shall be performed by Tenant or Tenant’s authorized representative or contractors, at Tenant’s sole cost and risk in full compliance with the Access Plan. Landlord shall retain the key to the roof, and Tenant shall check the key in and out from the Building manager as needed. Only authorized engineers, employees or properly authorized contractors of Tenant, government inspectors, or persons under their direct supervision will be permitted to have access to the roof of the Building and the Solar Roof Space. Tenant shall maintain a log documenting the time, duration and name of persons who access the roof of the Building and the Solar Roof Space, and Tenant shall provide Landlord with a copy of such log on a weekly basis. Tenant further agrees to exercise firm control over the people requiring access to the roof of the Building and the Solar Roof Space in order to keep to a minimum the number of people having access to the roof of the Building and the Solar Roof Space and the frequency of their visits. Tenant also agrees that Tenant and other people requiring access to the roof of the Building and the Solar Roof Space shall not access any portion of the roof of the Building that is above any other tenant’s (as opposed to a subtenant of Tenant) space. The access, installation, maintenance, operation and removal of the Solar Panels, the appurtenances ordinary wear and tear not caused by the Solar Aesthetic Screening, if any, is not permitted Panels and casualty damage to damage the Building or excepted. (f) Tenant agrees that it shall not use the roof thereof, or Solar Panel Area in any manner which will interfere with the use operation, maintenance, repair or replacement of the Building and roof by Landlord. Tenant shall only cease use established walkpaths to access the roof of the Building Solar Panels if they are causing damage or extra wear and the Solar Roof Space, and Tenant agrees to be responsible for any damage caused tear to the roof or any other part of the Building which may be caused by Tenant a dangerous or any Tenant Entity or contractor. Neither Landlord nor any Landlord Party shall have any responsibility or liability for the conduct or safety of any of Tenant’s representatives, repair, maintenance and engineering personnel while in or on any part of the Building or the Solar Roof Space. Landlord shall inspect and document the unsafe condition of the roof of the Building and the Solar Roof Space as of the Commencement Date of this Lease, and may continue to inspect the roof of the Building and the Solar Roof Space at any time to ensure Tenant’s compliance with the provisions of this Section 33 and the Access Plan; provided, however, that Landlord shall use reasonable efforts during any such inspection not to interfere with the operation of the Solar Panels or to damage Solar Panels or any associated equipment. At Tenant’s request, Tenant may accompany Landlord on any such inspection in order to assure that any such Solar Panels are not damaged or interfered with during any such inspection. E. Tenant agrees that the access, installation, use or maintenance of the Solar Panels shall not cause any interference with the Building systems (including the Building heating, ventilation and air conditioning system) or the use by Landlord or any other tenant of the Building. In the event Tenant’s equipment causes such interference, Tenant will take any steps necessary to eliminate the interference. If said interference cannot be eliminated within a reasonable period of time, in the sole but good faith judgment of Landlord, then Tenant agrees to remove the Solar Panels from the Solar Roof Spaceexist. Tenant shall, at its sole cost and expense, and at its sole risk, operate and maintain the Solar Panels which may be located thereon from time to time in a good clean, safe, orderly and workmanlike manner, and in compliance with all Building, electric, communication, and safety codes, ordinances, standards, regulations and requirements, now in effect or hereafter promulgated, of the federal government and of the state, city and county in which the Building is located. Any access to the Roof Space by Tenant or any Tenant Entities or contractors shall comply with all Regulations, including without limitation California Division of Occupational Safety and Health requirementsotherwise first-class condition. F. The Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, shall remain the personal property of Tenant during the Term. At the expiration or earlier termination of the Term, Landlord may determine whether or not the Solar Panels, appurtenances and the Solar Aesthetic Screening shall be removed by Tenant at its own expense at the expiration or earlier termination of this Lease or Tenant’s right to possession hereunder. Tenant shall repair any damage caused by such removal, including the patching of any holes to match, as closely as possible, the color surrounding the area where the equipment and appurtenances were attached. Tenant agrees to maintain all of the Tenant’s equipment placed on or about the roof or in any other part of the Building in proper operating condition and maintain same in satisfactory condition as to appearance and safety in Landlord’s sole discretion. Such maintenance and operation shall be performed in a manner to avoid any interference with any other tenants or Landlord. Tenant agrees that at all times during the Term, it will keep the roof of the Building and the Solar Roof Space free of all trash or waste materials produced by Tenant or any Tenant Entities. G. In light of the specialized nature of the Solar Panels, (g) Tenant shall be permitted to utilize the services of its selected contractor for operation, removal and repair of any affixed or otherwise attached Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, subject to the reasonable prior approval of Landlord. Notwithstanding the foregoing, Tenant must provide Landlord with prior written notice of any such removal or repair and coordinate such work with Landlord in order to avoid voiding or otherwise adversely affecting any warranties granted to Landlord with respect to the roof. If required by Landlord, Tenant, responsible at its sole cost and expenseexpense for obtaining and maintaining all permits and approvals necessary or associated with the installation, shall retain any contractor having a then existing warranty in effect on the roof to perform such work (to the extent that it involves the roof)maintenance, orrepair, at Tenant’s option, to perform such work in conjunction with Tenant’s contractor. H. If Tenant is in Default, Landlord shall be permitted to exercise all remedies provided under the terms replacement and use of this Lease, including prohibiting further access to the Solar Roof SpacePanels and Solar Panel Area and shall comply with all laws, removing any affixed or otherwise attached Solar Panelscodes and ordinances, the appurtenances and the Solar Aesthetic Screening, if any, and restoring the Building and the Solar Roof Space applicable to the condition that existed prior to the installation of the Solar Panels, the appurtenances and Solar Panel Area or Tenant's use thereof. (h) Tenant shall at its cost move or remove, as the case may be, the Solar Aesthetic ScreeningPanels from time to time in accordance with Landlord’s direction therefor in connection with Landlord’s maintenance, if any. If Landlord removes any affixed repair or otherwise attached Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, as a result of a Default, Tenant shall be liable for all costs and expenses Landlord incurs in removing the Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, and repairing any damage to the Building, the roof replacement of the Building and the Solar Roof Space caused by the installationor any part thereof, operation or maintenance of the Solar Panelsincluding without limitation, the appurtenances, and the Solar Aesthetic Screening, if anyroof. I. The Solar Panels and Solar Roof Space may be used by Tenant only in the conduct of Tenant’s customary business in the Premises. Tenant’s rights pursuant to this Section 33 are personal to the named Tenant under this Lease and any Permitted Transferee pursuant to a Permitted Transfer and are not transferable.

Solar Panels. A. So long as Tenant is not in Default, subject to the provisions of this Section 33, Tenant, at its cost, shall be permitted during the Term (including any extension or renewal thereof) to access the roof of the Building from time to time for the purpose of installing, operating, maintaining, repairing and removing acknowledges that Landlord has installed solar panels and associated equipment (individually or collectively, the “Solar Panels”) in connection with Tenant’s permitted use of on the Premises. The manner in which Tenant rooftop of, and its authorized agents and employees access the roof of the Building pursuant to this Section 33within, the safety protocols required for such access to the roofDemised Premises, the weight and sizes of the Solar Panels, the path of travel and general location in which Tenant shall be permitted to install operate connect to and use during the term of the Lease. Tenant shall pay to Landlord, as Additional Rent, the sum of $123,000.00 (the “Solar Panel Payment”), which represents the hook up fee for connection to the Solar Panels. Such sum shall be payable by Tenant in twelve (12) equal monthly installments of $10,250.00 at the same time as Tenant pays monthly installments of Minimum Rent, commencing on the Rent Commencement Date. Tenant expressly agrees that Landlord shall have no responsibility for the maintenance and repair of the manner Solar Panels. Landlord shall have no responsibility or liability with respect to the performance or lack thereof by all or any part of connection the Solar Panels. Any failure of the Solar Panels to perform as desired by Tenant shall not be deemed to constitute an actual or constructive eviction, in whole or in part, or entitle Tenant to any abatement or diminution of rent, or relieve Tenant from any of its obligations under this Lease, or, except to the electrical system extent the same results from the gross negligence or willful misconduct of Landlord, it’s employees, agents or contractors, impose any liability upon Landlord or its agents by reason of inconvenience or annoyance to Tenant, or injury to or interruption of Tenant’s business or otherwise. Tenant may use the Solar Panels solely for purposes of providing energy for Tenant’s use in the Building or to operation of Tenant’s products business activities. Tenant shall have no right to use the Solar Panels for testing purposes shall be subject to the compliance by Tenant, any Tenant Entities and contractors with any rules, regulations or guidelines established by Landlord in connection with such access (collectively, the “Access Plan”). B. other purpose. In the event Tenant affixes or otherwise attaches any Solar Panels on elects to remove the roof of the Building, the number of Solar Panels Tenant installs pursuant to this Section 33, the location on the roof in which the Solar Panels may be installed (the “Solar Roof Space”) and the manner in which the Solar Panels are installed shall be subject to Landlord’s approval in its reasonable discretion. Landlord reserves the right to require Tenant to relocate the Solar Roof Space at Landlord’s cost if Landlord determines in good faith that such relocation is reasonably necessary, provided that Landlord’s designation of relocated Solar Roof Space shall take into account Tenant’s use of the Solar Panels and the associated need to maximize solar exposure in any such location. Notwithstanding the foregoing, Tenant’s right to affix or otherwise attach any Solar Panels shall be subject to the terms of Section 9 of this Lease, including the approval rights of Landlord and Landlord’s architect and/or engineer with respect to the plans and specifications (“Solar Plans and Specifications”) of the Solar Panels (including without limitation the weight and size of the Solar Panels), the manner in which the Solar Panels (if any) are attached to the roof of the Building (which installation shall not penetrate the roof, except for wiring from the Solar Roof Space to the Premises, if any) and the manner in which any cables are run to and from the Solar Panels; Landlord’s approval not to be unreasonably withheld. If Tenant replaces any attached Solar Panels during the Lease Term, the precise specifications and a general description of any replacement Solar Panels along with Solar Plans and Specifications and all documents Tenant shall advise Landlord reasonably requires to review the installation of such replacement Solar Panels shall be submitted to election and, if Landlord for Landlord’s written approval (not to be unreasonably withheld) no later than notifies Tenant within twenty (20) days before Tenant commences such replacement of such Solar Panels. thereafter that Landlord makes no representations or warranties concerning the suitability of the Building for the installation, operation, maintenance or use of desires to remove and retain the Solar Panels, and reserves then Landlord shall have the right to approve or disapprove remove and retain the installation of any Solar Panels that Landlord or Panels, at Landlord’s consultants reasonably determine might adversely impact the roof or any warranty on the roofsole cost and expense, the structural integrity and dispose of the Building or any Building System. C. same. If Landlord does not timely exercises its right to remove and retain the Solar Panels, then Tenant specifically acknowledges may remove and agrees that the terms and conditions of Sections 9, 14 and 15 dispose of the Lease same. In no event, however, shall apply with full force and effect to the Solar Roof Space and any other portions of the roof accessed or utilized by Tenant or any Tenant Entity. Tenant shall be solely responsible for obtaining and maintaining all necessary governmental and regulatory permits and approvals and complying with all applicable Laws for any access to the roof of the Building and for the installation, use, maintenance and removal of the Solar Panels. In Panels in accordance with the event Tenant is unable terms of this Section vitiate Tenant’s obligation to obtain the necessary permits and approvals from any applicable governmental authorities for pay Landlord the Solar Panels, Tenant shall have no remedy, claim or recourse against Landlord, nor shall such failure or inability to obtain permits and approvals provide Tenant the right to terminate this Lease. If Landlord determines that Tenant or any Tenant Entities fail to comply Panel Payment in accordance with the Access Plan or that any affixed or otherwise attached Solar Panels do not comply with the approved Solar Plans and Specifications, that any portion of the Building has been damaged during installation terms hereof. Any removal of the Solar Panels or that the installation was defective, Landlord shall notify Tenant of any noncompliance or detected problems and Tenant immediately shall cure the defects. If the Tenant fails to promptly cure the defects, by Tenant shall pay to Landlord upon demand the cost, as reasonably determined by Landlord, of correcting any defects and repairing any damage to the Building caused by such failure to follow the Access Plan and/or such installation. To the extent Tenant affixes or otherwise attaches any Solar Panels to the Solar Roof Space, if at any time Landlord reasonably deems it necessary or advisable, Tenant shall provide and install, be performed at Tenant’s sole cost and expense, appropriate aesthetic screening, reasonably satisfactory by a contractor approved by Landlord in Landlord’s reasonable discretion (with it understood that Landlord shall have the option to Landlord, require that Tenant use a contractor designated by Landlord for the performance of said removal in order to prevent any roof warranty from being voided as a result of the removal of said panels). In no event shall Tenant be required to maintain and/or repair the Solar Panels (the “Solar Aesthetic Screening”). D. if Tenant shall have access is not using them, except to the roof extent a repair is necessitated as a result of the Building and the Solar Roof Space for the purpose gross negligence or willful misconduct of maintaining, repairing and removing the Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, all of which shall be performed by Tenant or Tenant’s authorized representative or contractors, at Tenant’s sole cost and risk in full compliance with the Access Plan. Landlord shall retain the key to the roof, and Tenant shall check the key in and out from the Building manager as needed. Only authorized engineersits agents, employees or properly authorized contractors of Tenant, government inspectors, or persons under their direct supervision will be permitted to have access contractors. Notwithstanding anything in this Lease to the roof contrary (including, without limitation Section 19.1 of the Building and this Lease), if the Solar Roof Space. Tenant shall maintain a log documenting the time, duration and name of persons who access the roof of the Building and the Solar Roof Space, and Tenant shall provide Landlord with a copy of such log on a weekly basis. Tenant further agrees to exercise firm control over the people requiring access Panels have not been removed prior to the roof of the Building and the Solar Roof Space in order to keep to a minimum the number of people having access to the roof of the Building and the Solar Roof Space and the frequency of their visits. Tenant also agrees that Tenant and other people requiring access to the roof of the Building and the Solar Roof Space shall not access any portion of the roof of the Building that is above any other tenant’s (as opposed to a subtenant of Tenant) space. The access, installation, maintenance, operation and removal of the Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, is not permitted to damage the Building expiration or the roof thereof, or interfere with the use of the Building and roof by Landlord. Tenant shall only use established walkpaths to access the roof of the Building and the Solar Roof Space, and Tenant agrees to be responsible for any damage caused to the roof or any other part of the Building which may be caused by Tenant or any Tenant Entity or contractor. Neither Landlord nor any Landlord Party shall have any responsibility or liability for the conduct or safety of any of Tenant’s representatives, repair, maintenance and engineering personnel while in or on any part of the Building or the Solar Roof Space. Landlord shall inspect and document the condition of the roof of the Building and the Solar Roof Space as of the Commencement Date sooner termination of this Lease, and may continue then at such time Tenant shall surrender to inspect the roof of the Building and Landlord the Solar Roof Space at any time to ensure Tenant’s compliance with the provisions of this Section 33 and the Access PlanPanels in their “as-is” condition; provided, however, that Landlord shall use reasonable efforts during any such inspection not to interfere with the operation of the Solar Panels or to damage Solar Panels or any associated equipment. At Tenant’s request, Tenant may accompany Landlord on any such inspection in order to assure that any such Solar Panels are not damaged or interfered with during any such inspection. E. Tenant agrees that the access, installation, use or maintenance of the Solar Panels shall not cause any interference with the Building systems (including the Building heating, ventilation and air conditioning system) or the use by Landlord or any other tenant of the Building. In the event Tenant’s equipment causes such interference, Tenant will take any steps necessary to eliminate the interference. If said interference cannot be eliminated within a reasonable period of time, in the sole but good faith judgment of Landlord, then Tenant agrees to remove the Solar Panels from the Solar Roof Space. Tenant shall, at its sole cost and expense, and at its sole risk, operate and maintain the Solar Panels in a good and workmanlike manner, and in compliance with all Building, electric, communication, and safety codes, ordinances, standards, regulations and requirements, now in effect or hereafter promulgated, of the federal government and of the state, city and county in which the Building is located. Any access to the Roof Space by Tenant or any Tenant Entities or contractors shall comply with all Regulations, including without limitation California Division of Occupational Safety and Health requirements. F. The Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, shall remain the personal property of Tenant during the Term. At the expiration or earlier termination of the Term, Landlord may determine whether or not the Solar Panels, appurtenances and the Solar Aesthetic Screening shall be removed by Tenant at its own expense at the expiration or earlier termination of this Lease or Tenant’s right to possession hereunder. Tenant shall repair any damage thereto caused by such removal, including the patching of any holes to match, as closely as possible, the color surrounding the area where the equipment and appurtenances were attached. Tenant agrees to maintain all of the Tenant’s equipment placed on or about the roof or in any other part of the Building in proper operating condition and maintain same in satisfactory condition as to appearance and safety in Landlord’s sole discretion. Such maintenance and operation shall be performed in a manner to avoid any interference with any other tenants or Landlord. Tenant agrees that at all times during the Term, it will keep the roof of the Building and the Solar Roof Space free of all trash or waste materials produced by Tenant or any Tenant Entities. G. In light of the specialized nature of the Solar Panels, Tenant shall be permitted to utilize the services of its selected contractor for operation, removal and repair of any affixed or otherwise attached Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, subject to the reasonable prior approval of Landlord. Notwithstanding the foregoing, Tenant must provide Landlord with prior written notice of any such removal or repair and coordinate such work with Landlord in order to avoid voiding or otherwise adversely affecting any warranties granted to Landlord with respect to the roof. If required by Landlord, Tenant, at its sole cost and expense, shall retain any contractor having a then existing warranty in effect on the roof to perform such work (to the extent that it involves the roof), or, at Tenant’s option, to perform such work in conjunction with Tenant’s contractor. H. If Tenant is in Default, Landlord shall be permitted to exercise all remedies provided under the terms of this Lease, including prohibiting further access to the Solar Roof Space, removing any affixed or otherwise attached Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, and restoring the Building and the Solar Roof Space to the condition that existed prior to the installation of the Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any. If Landlord removes any affixed or otherwise attached Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, as a result of a Default, Tenant shall be liable for all costs and expenses Landlord incurs in removing the Solar Panels, the appurtenances and the Solar Aesthetic Screening, if any, and repairing any damage to the Building, the roof of the Building and the Solar Roof Space caused by the installation, operation or maintenance of the Solar Panels, the appurtenances, and the Solar Aesthetic Screening, if any. I. The Solar Panels and Solar Roof Space may be used by Tenant only in the conduct of Tenant’s customary business in the Premises. Tenant’s rights pursuant to this Section 33 are personal to the named Tenant under this Lease and any Permitted Transferee pursuant to a Permitted Transfer and are not transferable.