Common use of Tenant Compliance Clause in Contracts

Tenant Compliance. Tenant, at its cost and expense, shall promptly comply with all Requirements applicable to Tenant’s use or occupancy of the Premises, and shall maintain the Premises and all portions thereof in compliance with all applicable Requirements. Landlord will cooperate with Tenant as reasonably necessary in order to obtain any necessary permits or licenses in order to enable Tenant to use the Premises for the Permitted Use, at no cost to Landlord. Tenant’s indemnity set forth in Section 16.2 below shall also apply with respect to any and all costs, losses, damages, injuries and liabilities related in any way to such cooperation by Landlord. Subject to this Section 7.3, Tenant shall, upon five (5) days’ written notice, discontinue any use of the Premises which is declared by any governmental authority having jurisdiction over such matters to be a violation of a Requirement. The judgment of any court of competent jurisdiction, or the admission of Tenant in any action or proceeding involving Tenant, whether or not Landlord is party thereto, that Tenant is in non-compliance with any Requirement shall be conclusive of that fact. In addition, Tenant shall make all modifications to any portion of the Project outside the Premises (including modifications that are structural or capital in nature), which are necessitated, in whole or in part, by (i) Tenant’s use or occupancy of, or business conducted in, the Premises other than for general office use, (ii) any acts or omissions of Tenant or any Tenant Parties, or (iii) any Alterations, provided that Landlord may elect to perform such modifications at Tenant’s expense. Notwithstanding the foregoing provisions of this Section 7.3(a) to the contrary, Tenant need not comply with any Requirements so long as Tenant is contesting the validity thereof or the applicability thereof in accordance with the remainder of this Section 7.3(a). Tenant, at its expense, after notice to Landlord, may contest by appropriate proceedings prosecuted diligently and in good faith, the validity or applicability of any Requirements with which Tenant is responsible for compliance hereunder, provided that (a) the condition which is the subject of such contest does not pose a danger to persons or property, (b) the certificate of occupancy or other occupancy permit for the Premises or the Project is neither subject to being suspended nor threatened to be suspended by reason of non-compliance or otherwise by reason of such contest, and (c) Landlord is not subject to criminal penalty or to prosecution for a crime by reason of Tenant’s non-compliance or otherwise by reason of such contest.

Tenant Compliance. Tenant8.1 Tenant represents, at warrants, and covenants to Landlord that Tenant is not, and shall not during the Term of the Lease become, a person or entity with whom Landlord is restricted from doing business under Anti-Terrorism Laws, including, without limitation, Prohibited Persons. 8.2 Tenant certifies, represents, warrants and covenants to Landlord that it shall not during the Term of the Lease engage in activities that would violate the provisions of the U.S. Foreign Corrupt Practices Act and the anti-bribery laws of other nations generally. Accordingly, (i) Tenant has not, and shall not, in connection with its cost and expenseperformance under the Lease, shall promptly comply or in connection with all Requirements applicable to Tenant’s use any other business transactions involving Landlord or occupancy of the Premises, made, promised, or offered to make any payment or transfer of anything of value, directly or indirectly to any US or non-US government official or to an intermediary for payment to any such government official; and, (ii) Tenant has not, and shall maintain not, in connection with its performance under the Lease, or in connection with any other business transactions involving Landlord or the Premises, made, promised, or offered to make any payments or transfers of value that have the purpose or effect of public or commercial bribery, or acceptance of or acquiescence in extortion, kickbacks, or other unlawful or improper means of obtaining business. 8.3 Tenant certifies, represents, warrants and covenants to Landlord that it shall not during the Term of the Lease engage in activities that would violate the provisions of the AML Laws. In this regard Tenant will not engage in, facilitate or permit the Premises and all portions thereof or the Building to be used in compliance connection with all applicable Requirementstransactions that in any way involve the proceeds of crime under US law or are related to the financing of terrorist activities. Landlord Further, Tenant will cooperate with Tenant as reasonably necessary in order not use proceeds of crime to obtain any necessary permits or licenses in order to enable Tenant to use pay its obligations under the Premises for the Permitted Use, at no cost to Landlord. Lease. 8.4 Tenant’s indemnity breach of any certification, representation, warranty or covenant set forth in this Section 16.2 below 8 shall also apply with respect constitute an event of default under the Lease by Tenant, entitling Landlord to any and all costs, losses, damages, injuries and liabilities related remedies expressly provided to Landlord in any way to such cooperation by Landlord. Subject to this Section 7.3, Tenant shall, upon five (5) days’ written notice, discontinue any use of the Premises which is declared by any governmental authority having jurisdiction over such matters to be a violation of a Requirement. The judgment of any court of competent jurisdiction, or the admission of Tenant in any action or proceeding involving Tenant, whether or not Landlord is party thereto, that Tenant is in non-compliance with any Requirement shall be conclusive of that fact. In addition, Tenant shall make all modifications to any portion of the Project outside the Premises (including modifications that are structural or capital in nature), which are necessitated, in whole or in part, by (i) Tenant’s use or occupancy of, or business conducted in, the Premises other than for general office use, (ii) any acts or omissions of Tenant or any Tenant Parties, or (iii) any Alterations, provided that Landlord may elect to perform such modifications at Tenant’s expense. Notwithstanding the foregoing provisions of this Section 7.3(a) to the contrary, Tenant need not comply with any Requirements so long as Tenant is contesting the validity thereof or the applicability thereof in accordance with the remainder of this Section 7.3(a). Tenant, at its expense, after notice to Landlord, may contest by appropriate proceedings prosecuted diligently and in good faith, the validity or applicability of any Requirements with which Tenant is responsible for compliance hereunder, provided that (a) the condition which is the subject of such contest does not pose a danger to persons or property, (b) the certificate of occupancy or other occupancy permit for the Premises or the Project is neither subject to being suspended nor threatened to be suspended by reason of non-compliance or otherwise by reason of such contest, and (c) Landlord is not subject to criminal penalty or to prosecution for a crime by reason of Tenant’s non-compliance or otherwise by reason of such contestLease.

Tenant Compliance. Tenant, at its cost and expense, shall promptly comply with all Requirements applicable to Tenant’s use or occupancy of of, or business conducted in, the Premises, and shall maintain the Premises and all portions thereof in compliance with all applicable Requirements; provided, however, Tenant shall not be required to make any changes to the Premises required to comply with any Requirements unless, and to the extent, necessitated by (i) Tenant’s use or occupancy of, or business conducted in, the Premises other than for general office use, or (ii) any Alterations. Landlord will cooperate with Tenant as reasonably necessary in order to obtain any necessary permits or licenses in order to enable Tenant to use the Premises for the Permitted Use, at no cost to Landlord. Tenant’s indemnity set forth in Section 16.2 below shall also apply with respect to any and all costs, losses, damages, injuries and liabilities related in any way to such cooperation by Landlord. Subject to this Section 7.3, Tenant shall, upon five (5) days’ written notice, discontinue any use of the Premises which is declared by any governmental authority having jurisdiction over such matters to be a violation of a Requirement. The judgment of any court of competent jurisdiction, or the admission of Tenant in any action or proceeding involving Tenant, whether or not Landlord is party thereto, that Tenant is in non-compliance noncompliance with any Requirement shall be conclusive of that fact. In addition, Tenant shall make all modifications to any portion of the Project outside the Premises (including modifications that are structural or capital in nature), which are necessitated, in whole or in part, triggered by (i) any of Tenant’s use or occupancy of, or business conducted in, Alterations (excluding costs to correct violations of Requirements that existed on the Premises other than for general office use, (ii) any acts or omissions of Tenant or any Tenant Parties, or (iii) any Alterations, provided that Landlord may elect to perform such modifications at Tenant’s expenseCommencement Date). Notwithstanding the foregoing provisions of this Section 7.3(a) to the contrary, Tenant need not comply with any Requirements so long as Tenant is contesting the validity thereof or the applicability thereof in accordance with the remainder of this Section 7.3(a). Tenant, at its expense, after notice to Landlord, may contest by appropriate proceedings prosecuted diligently and in good faith, the validity or applicability of any Requirements with which Tenant is responsible for compliance hereunder, provided that (a) the condition which is the subject of such contest does not pose a danger to persons or property, (b) the certificate of occupancy or other occupancy permit for the Premises or the Project is neither subject to being suspended nor threatened to be suspended by reason of non-compliance noncompliance or otherwise by reason of such contest, and (c) Landlord is not subject to criminal penalty or to prosecution for a crime by reason of Tenant’s non-compliance or otherwise by reason of such contest.