Common use of Tenant’s Compliance Clause in Contracts

Tenant’s Compliance. Tenant, at its cost and expense, shall comply with all Requirements applicable to the Premises and/or Tenant’s use or occupancy thereof, including, without limitation, the installation of a life safety system in the Premises from the point of connection into the base Building life safety system, in accordance with all applicable Requirements governing the installation, maintenance and operation of such system (subject to the terms of Article 5 above) provided, however, that Tenant shall not be obligated to comply with any Requirements requiring any structural alterations to the Building or alterations to Building Systems beyond the point of connection to the Premises, unless the application of such Requirements arises from (i) the specific manner and nature of Tenant’s use or occupancy of the Premises, as distinct from general office use, (ii) Alterations made by Tenant, (iii) a breach by Tenant of any of the provisions of this Lease, or (iv) the negligence or willful misconduct of Tenant. Subject to the provisions of Article 12, any repairs or alterations required to be made by Tenant for compliance with applicable Requirements to the extent required by this Section 8.1(a) shall be made at Tenant’s expense (1) by Tenant in compliance with Article 5 if such repairs or alterations are nonstructural and do not affect any Building System outside of the Premises and to the extent such repairs or alterations do not affect areas outside the Premises, or (2) by Landlord if such repairs or alterations are structural or affect any Building System or to the extent such repairs or alterations affect areas outside the Premises, provided, however, the foregoing provisions of this Section 8.1(a) shall not be construed to require Tenant to perform structural Alterations, unless the same are required due to clauses (i), (ii), or (iii) of the immediately preceding sentence. If Tenant obtains written notice or otherwise has actual knowledge of any failure to comply with any Requirements applicable to the Premises (where Tenant has a duty to comply with such Requirements), Tenant shall give Landlord prompt notice thereof. Tenant hereby agrees to indemnify Landlord for any actual costs, loss, injury, expense or fees (including reasonable attorneys’ fees) incurred by reason of such non-compliance that is the responsibility of Tenant as provided in this Section 8.1(a). If Tenant’s occupancy of the Premises, based on Tenant’s pro-rata share of any partial floor of a Building that it occupies violates the density requirements set forth in the existing TCO or Certificate of Occupancy for such Building for any full floor or the portion of such floor that it occupies, then Tenant shall either (i) modify the Building’s TCO or Certificate of Occupancy, as the case may be, to permit such occupancy, or (ii) take all action necessary to put the Premises in compliance with such density requirements (i.e., if the TCO or Certificate of Occupancy permits 100 persons on a floor and Tenant occupies one-half of such floor, then Tenant shall not be permitted to have more than 50 people occupy such floor).

Tenant’s Compliance. TenantFrom and after the Commencement Date, at its cost and expense, Tenant shall comply with all Requirements statutes, laws, ordinances, rules and regulations now or hereinafter promulgated by any federal, state, local or other governmental agency with respect to the use, generation, storage or disposal of Hazardous Materials (as hereinafter defined) on or about the Premises. Tenant (including Tenants employees, agents and contractors) shall not cause any Hazardous Materials, other than in compliance (which shall be at Tenant's sole cost and expense) with all applicable local, state and federal laws, codes, statutes, ordinances, regulations and permits now or hereafter in effect and using all necessary and appropriate precautions, to be used, generated, stored or disposed of on, under or about, or transported to or from the Premises ("Hazardous Materials Activities"). Landlord shall not be liable to Tenant for any Hazardous Materials Activities by Tenant, Tenant's employees, agents, contractors, licensees or invitees. Tenant shall indemnify, defend with counsel acceptable to Landlord and hold Landlord harmless from any claims, costs and liabilities arising out of Hazardous Materials Activities by Tenant, Tenant's employees, agents, contractors, licensees or invitees on, under or about the Premises, whether during the Term or after the expiration thereof, and Landlord shall provide to Tenant reasonable access to the Premises and/or Tenant’s use or occupancy thereof, including, without limitation, the installation of a life safety system in the Premises from the point of connection into the base Building life safety system, in accordance with all applicable Requirements governing the installation, maintenance and operation of such system (subject to the terms of Article 5 above) provided, however, that Tenant shall not be obligated to comply with any Requirements requiring any structural alterations to the Building or alterations to Building Systems beyond the point of connection to the Premises, unless the application of such Requirements arises from (i) the specific manner and nature of Tenant’s use or occupancy following expiration of the Premises, as distinct from general office use, (ii) Alterations made by Term to perform remedial work arising with respect to Tenant, (iii) a breach by Tenant 's use of any of the provisions Hazardous Materials. For purposes of this Lease, or (iv) the negligence or willful misconduct of Tenant. Subject to the provisions of Article 12term "Hazardous Materials" shall include, but not be limited to, any repairs flammable, corrosive or alterations required to be made by Tenant for compliance with applicable Requirements to the extent required by this Section 8.1(a) shall be made at Tenant’s expense (1) by Tenant in compliance with Article 5 if such repairs ignitable materials, any explosives, petroleum or alterations are nonstructural and do not affect petroleum by-products, any Building System outside of the Premises and to the extent such repairs radioactive materials, wastes or alterations do not affect areas outside the Premisessubstances, or (2) by Landlord if such repairs any toxic substances and other substances defined as "hazardous substances," "hazardous wastes," "extremely hazardous wastes," "hazardous materials" or alterations are structural or affect any Building System or to the extent such repairs or alterations affect areas outside the Premises, provided, however, the foregoing provisions of this Section 8.1(a) shall not be construed to require Tenant to perform structural Alterations, unless the same are required due to clauses (i), (ii), or (iii) of the immediately preceding sentence. If Tenant obtains written notice or otherwise has actual knowledge of any failure to comply with any Requirements applicable to the Premises (where Tenant has a duty to comply with such Requirements), Tenant shall give Landlord prompt notice thereof. Tenant hereby agrees to indemnify Landlord for any actual costs, loss, injury, expense or fees (including reasonable attorneys’ fees) incurred by reason of such non-compliance that is the responsibility of Tenant as provided in this Section 8.1(a). If Tenant’s occupancy of the Premises, based on Tenant’s pro-rata share of any partial floor of a Building that it occupies violates the density requirements set forth "toxic substances" in the existing TCO or Certificate Comprehensive Environmental Response, Compensation and Liability Act of Occupancy for such Building for any full floor or the portion of such floor that it occupies, then Tenant shall either (i) modify the Building’s TCO or Certificate of Occupancy1980, as amended, 42 U.S.C. Section 9601, ET SEQ.; the case may beHazardous Materials Transportation Act, 49 U.S.C. Section 1801, ET SEQ.; the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901, ET SEQ.; and/or in regulations, compliance and guideline documents promulgated pursuant to permit such occupancysaid laws and any similar federal, state or (ii) take all action necessary to put the Premises in compliance with such density requirements (i.e., if the TCO or Certificate of Occupancy permits 100 persons on a floor and Tenant occupies one-half of such floor, then Tenant shall not be permitted to have more than 50 people occupy such floor)local law.

Tenant’s Compliance. Tenant shall not use the Premises or suffer or permit anything to be done in or about the Premises which shall in any way conflict with the requirements of any covenants, conditions and/or restrictions of record, or with any law, statute, zoning restriction, ordinance, order, rule, regulation or requirement of any duly constituted public authorities (including, without limitation, state, municipal, county and federal governments and their departments, bureaus, boards and officials), whether now in force or which may hereafter be in force, applicable to the condition, use or occupancy of the Premises whether or not any condition or occupancy is related to Tenant's particular use of the Premises (collectively, "Laws"), including, without limitation, (i) the San Bruno Mountain Area Habitat Conservation Plan, as amended (the "HCP") and (ii) that certain Declaration of Covenants and Restrictions on Real Property on San Bruno Mountain. Throughout the Lease Term, Tenant shall, at its own cost and expense, shall promptly and properly observe and comply with all Requirements Laws applicable to the Premises and/or Tenant’s 's use or occupancy thereofof the Premises, including, without limitation, the installation making by Tenant of a life safety system any Alteration (as defined in PARAGRAPH 7) to the Premises from or any change to the point of connection into the base Building life safety systemTenant Improvements as may be necessitated by such Laws, in accordance with including, without limitation, all applicable Requirements governing building codes, Title III of the installationAmericans with Disabilities Act and all state and local accessibility requirements (collectively, maintenance the "Accessibility Requirements") and operation Title 24 of the California Code of Regulations, as such system (subject may be amended from time to time. Capital improvements to the terms structure of Article 5 above) provided, however, that Tenant shall not be obligated to comply with any Requirements requiring any structural alterations to the Building or alterations in which the Premises are located necessitated by Laws not related to Building Systems beyond the point of connection to the PremisesTenant's alteration, unless the application of such Requirements arises from (i) the specific manner and nature of Tenant’s use or occupancy of the Premises, as distinct from general office use, (ii) Alterations made by Tenant, (iii) a breach Premises shall be the responsibility of Landlord and the costs thereof shall be paid by Tenant of any of the provisions of this Lease, or (iv) the negligence or willful misconduct of Tenant. Subject to the provisions of Article 12, any repairs or alterations required to be made by Tenant for compliance with applicable Requirements to the extent required by this Section 8.1(aapplicable pursuant to PARAGRAPH 12(c) shall be made at Tenant’s expense (1) by Tenant in compliance with Article 5 if such repairs or alterations are nonstructural and do not affect any Building System outside of the Premises and to the extent such repairs or alterations do not affect areas outside the Premises, or (2) by Landlord if such repairs or alterations are structural or affect any Building System or to the extent such repairs or alterations affect areas outside the Premises, provided, however, the foregoing provisions of this Section 8.1(a) shall not be construed to require Tenant to perform structural Alterations, unless the same are required due to clauses (i), (ii), or (iii) of the immediately preceding sentence. If Tenant obtains written notice or otherwise has actual knowledge of any failure to comply with any Requirements applicable to the Premises (where Tenant has a duty to comply with such Requirements), Tenant shall give Landlord prompt notice thereof. Tenant hereby agrees to indemnify Landlord for any actual costs, loss, injury, expense or fees (including reasonable attorneys’ fees) incurred by reason of such non-compliance that is the responsibility of Tenant as provided in this Section 8.1(a). If Tenant’s occupancy of the Premises, based on Tenant’s pro-rata share of any partial floor of a Building that it occupies violates the density requirements set forth in the existing TCO or Certificate of Occupancy for such Building for any full floor or the portion of such floor that it occupies, then Tenant shall either (i) modify the Building’s TCO or Certificate of Occupancy, as the case may be, to permit such occupancy, or (ii) take all action necessary to put the Premises in compliance with such density requirements (i.e., if the TCO or Certificate of Occupancy permits 100 persons on a floor and Tenant occupies one-half of such floor, then Tenant shall not be permitted to have more than 50 people occupy such floor)hereof.

Tenant’s Compliance. TenantTenant shall not use the Premises or suffer or permit anything to be done in or about the Premises which shall in any way conflict with the requirements of any covenants, at its cost conditions and/or restrictions of record as of the date of execution of this Lease, or with any law, statute, zoning restriction, ordinance, order, rule, regulation or requirement of any duly constituted public authorities (including, without limitation, state, municipal, county and expensefederal governments and their departments, shall comply with all Requirements bureaus, boards and officials), whether now in force or which may hereafter be in force, applicable to the Premises and/or Tenant’s use or occupancy thereofof the Premises (collectively, “Laws”), including, without limitation, the installation of a life safety system in the Premises from the point of connection into the base Building life safety system, in accordance with all applicable Requirements governing the installation, maintenance and operation of such system (subject to the terms of Article 5 above) provided, however, that Tenant shall not be obligated to comply with any Requirements requiring any structural alterations to the Building or alterations to Building Systems beyond the point of connection to the Premises, unless the application of such Requirements arises from (i) the specific manner San Bruno Mountain Area Habitat Conservation Plan, as amended (the “HCP”), and nature (ii) that certain Declaration of Covenants and Restrictions on Real Property on San Bruno Mountain. Throughout the Lease Term, Tenant shall, at its own cost and expense, promptly and properly observe and comply with all Laws applicable to Tenant’s use or occupancy of the Premises, as distinct from general office useincluding, (ii) Alterations made by Tenantwithout limitation, (iii) a breach the making by Tenant of any Alteration (as defined in Section 7) to the Premises. The preceding to the contrary notwithstanding, Tenant shall not be required or obligated to construct or install (or contribute to the cost of constructing or installing) any capital improvements that may be required by Laws, including, without limitation, applicable building codes, Title III of the provisions Americans with Disabilities Act and/or state and local accessibility requirements (collectively, the “Accessibility Requirements”) and Title 24 of this Leasethe California Code of Regulations, or (iv) the negligence or willful misconduct of Tenant. Subject as such may be amended from time to the provisions of Article 12time, any repairs or alterations required to be made by Tenant for compliance with applicable Requirements except to the extent required by this Section 8.1(a) shall be made at Tenant’s expense (1) by Tenant in compliance with Article 5 if such repairs or alterations are nonstructural and do not affect any Building System outside specific manner of use of the Premises and to the extent such repairs or alterations do not affect areas outside the Premisesbecause of Alterations performed by Tenant. In addition, or (2) by Landlord if such repairs or alterations are structural or affect any Building System or to the extent such repairs or alterations affect areas outside the Premises, provided, however, the foregoing provisions of this Section 8.1(a) shall not be construed to require Tenant to perform structural Alterations, unless the same are required due to clauses (i), (ii), or (iii) of the immediately preceding sentence. If Tenant obtains written notice or otherwise has actual knowledge of any failure to comply with any Requirements applicable to the Premises (where Tenant has a duty to comply with such Requirements), Tenant shall give Landlord prompt notice thereof. Tenant hereby agrees to indemnify Landlord for any actual costs, loss, injury, expense or fees (including reasonable attorneys’ fees) incurred by reason of such non-compliance that is the responsibility of Tenant as provided in this Section 8.1(a). If Tenant’s occupancy of the Premises, based on Tenant’s pro-rata share of any partial floor of a Building that it occupies violates the density requirements set forth in the existing TCO or Certificate of Occupancy for such Building for any full floor or the portion of such floor that it occupies, then Tenant shall either (i) modify the Building’s TCO or Certificate of Occupancy, as the case may be, to permit such occupancy, or (ii) take all action necessary to put the Premises in compliance with such density requirements (i.e., if the TCO or Certificate of Occupancy permits 100 persons on a floor and Tenant occupies one-half of such floor, then Tenant shall not be permitted required to have more than 50 people occupy such floor)make any modifications or additions to the structure of the Building or basic Building systems or equipment except to the extent required by Tenant’s specific manner of use of the Premises or because of Alterations performed by Tenant.

Tenant’s Compliance. Tenant, at its cost and expense, shall comply and shall cause the Premises to comply with all Requirements applicable to the Premises and/or Tenant’s the use or occupancy thereof, including, without limitation, the installation of a life safety system in the Premises from the point of connection into the base Building life safety system, in accordance with all applicable Requirements governing the installation, maintenance and operation of such system (subject to the terms of Article 5 above) by Tenant; provided, however, that Tenant shall not be obligated to comply with any Requirements requiring any perform structural alterations to the Building or alterations to the Building Systems beyond the point of connection to the PremisesSystems, unless the application of such Requirements arises out of or results from (i) the specific manner and nature of Tenant’s use or occupancy of the Premises, Premises (as distinct distinguished from general office useoffice, laboratory, or research and development uses), (ii) Alterations made by Tenant, or (iii) a breach by Tenant of any of the provisions of this Lease, or (iv) the negligence or willful misconduct of Tenant. Subject to the provisions of Article 12, any Any such repairs or alterations required to be made by Tenant for compliance with applicable Requirements to the extent required by this Section 8.1(a) shall be made at Tenant’s expense (1) by Tenant in compliance with Article 5 if such repairs or alterations are nonstructural and do not affect any Building System or any areas outside of the Premises and to the extent such repairs or alterations do not affect areas outside the Premises, or (2) by Landlord if such repairs or alterations are structural or affect any Building System or to the extent such repairs or alterations affect any areas outside of the Premises, provided, however, the foregoing provisions of this Section 8.1(a) shall not be construed to require Tenant to perform structural Alterations, unless the same are required due to clauses (i), (ii), or (iii) of the immediately preceding sentence. If Tenant obtains written notice or otherwise has actual knowledge of any failure to comply with any Requirements applicable to the Premises (where Tenant has a duty to comply with such Requirements)Premises, Tenant shall give Landlord prompt notice thereof. Tenant hereby agrees to indemnify Landlord for any actual costsWithout limitation, loss, injury, expense or fees (including reasonable attorneys’ fees) incurred by reason of such non-compliance that is the responsibility of Tenant as provided in this Section 8.1(a). If Tenant’s occupancy of within the Premises, based on Tenant shall be responsible for compliance with the applicable provisions of the ADA. Tenant shall not permit any condition within the Premises that would (i) invalidate or conflict with Landlord’s insurance policies, (ii) violate applicable rules, regulations and guidelines of the City of Boston fire department, fire insurance rating organization or any other Governmental Authority, (iii) cause an increase in the premiums of fire insurance for the Building over that payable with respect to Comparable Buildings, or (iv) result in Landlord’s insurance companies’ refusing to insure the Building or any property therein in amounts and against risks comparable to those insured against by prudent owners of Comparable Buildings, as reasonably determined by Landlord. If fire insurance premiums increase as a result of Tenant’s pro-rata share failure to comply with the provisions of any partial floor of a Building that it occupies violates the density requirements set forth in the existing TCO or Certificate of Occupancy for such Building for any full floor or the portion of such floor that it occupiesthis Section 8.1, then Tenant shall either promptly cure such failure and shall reimburse Landlord for the increased fire insurance premiums paid by Xxxxxxxx as a result of such failure by Xxxxxx. Tenant’s use of the PH neutralization system for the Building shall be subject to and in accordance with all applicable Requirements, including the conditions of the MWRA Permit, as well as all Rules and Regulations concerning the PH neutralization system adopted by Landlord from time-to-time. Tenant shall not introduce any substances or materials into the PH neutralization system (i) modify in violation of the Building’s TCO or Certificate MWRA Permit, (ii) in violation of Occupancy, as the case may be, to permit such occupancyRequirements, or (iii) that would interfere with the proper functioning of the PH neutralization system. [***] Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) take all action necessary to put the Premises in compliance with such density requirements (i.e., would be competitively harmful if the TCO or Certificate of Occupancy permits 100 persons on a floor and Tenant occupies one-half of such floor, then Tenant shall not be permitted to have more than 50 people occupy such floor)publicly disclosed.

Tenant’s Compliance. Without limitation of Landlord’s obligation to deliver the Premises in the Delivery Condition, including in compliance with all Requirements, Tenant, at its cost and expense, shall comply with all Requirements applicable to the Premises and/or Tenant’s use or occupancy thereof, including, without limitation, the installation of a life safety system in the Premises from the point of connection into the base Building life safety system, in accordance with all applicable Requirements governing the installation, maintenance and operation of such system (subject to the terms of Article 5 above) ; provided, however, that Tenant shall not be obligated to comply with any Requirements requiring any structural alterations to the Building or alterations to Building Systems beyond the point of connection to the Premises, unless the application of such Requirements arises from (i) the specific manner and nature of Tenant’s use or occupancy of the Premises, as distinct from general office use, (ii) Alterations made by Tenant, or (iii) a breach by Tenant of any of the provisions of this Lease. Without limitation of Landlord’s obligation to deliver the Premises in the Delivery Condition, or (iv) the negligence or willful misconduct of Tenant. Subject to the provisions of Article 12including in compliance with all Requirements, any repairs or alterations required to be made by Tenant for compliance with applicable Requirements to the extent required by this Section 8.1(a) shall be made at Tenant’s expense (1) by Tenant in compliance with Article 5 if such repairs or alterations are nonstructural and nonstructural, do not affect any Building System outside of the Premises and to the extent such repairs or alterations do not affect areas outside the Premises, ; or (2) by Landlord if such repairs or alterations are structural or affect any Building System or to the extent such repairs or alterations affect areas outside the Premises, provided, however, the foregoing provisions of this Section 8.1(a) shall not be construed to require Tenant to perform structural Alterations, unless the same are required due to clauses (i), (ii), or (iii) of the immediately preceding sentence. If Tenant obtains written notice or otherwise has actual knowledge of any failure to comply with any Requirements applicable to the Premises (where Tenant has a duty to comply with such Requirements)Premises, Tenant shall give Landlord prompt notice thereof. Tenant, at its cost and expense, may contest the validity of Requirements applicable to the Premises and/or Tenant’s use or occupancy thereof and postpone compliance therewith pending such contest, provided that Landlord shall not be subject to criminal penalty or to prosecution for a crime, nor shall the Premises or any part thereof or the Building or Real Property, or any part thereof be subject to being condemned or vacated or be subjected to any lien or encumbrance, nor shall the same involve imminent danger or significant safety hazards, and Tenant hereby agrees to indemnify shall save and hold harmless Landlord for and Landlord’s Indemnitees from any actual claims, liability, damages, costs, loss, injury, expense or expenses and fees (including reasonable attorneys’ fees) incurred by reason which Landlord and/or Landlord’s Indemnitees may incur as a result of Tenant’s contesting the validity of such non-compliance that is Requirement(s), and Tenant shall keep Landlord reasonably advised as to the responsibility status of Tenant such proceedings. In connection with Landlord’s obligations as provided expressly set forth in this Section 8.1(a). If Lease, Landlord shall, at its sole cost and expense, comply with all Requirements applicable to the Building and the Premises to the extent that a failure to comply is reasonably likely to impair in a material respect Tenant’s use and occupancy of the Premises, based on Tenant’s pro-rata share of any partial floor of a Building that it occupies violates the density requirements set forth in the existing TCO or Certificate of Occupancy for such Building for any full floor or the portion of such floor that it occupies, then Tenant shall either . (i) modify the Building’s TCO or Certificate of Occupancy, as the case may be, to permit such occupancy, or (ii) take all action necessary to put the Premises in compliance with such density requirements (i.e., if the TCO or Certificate of Occupancy permits 100 persons on a floor and Tenant occupies one-half of such floor, then Tenant shall not be permitted to have more than 50 people occupy such floorb).