Tenant’s Equipment Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures (collectively, “Equipment”) into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such Equipment requires special handling, Tenant agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Requirements and (c) such work shall be done only during hours designated by Landlord.
The Premises Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the premises set forth in Section 2.2 of the Summary (the “Premises”). The outline of the Premises is set forth in Exhibit A attached hereto. The outline of the “Building” and the “Project,” as those terms are defined in Section 1.1.2 below, are further depicted on the Site Plan attached hereto as Exhibit A. The parties hereto agree that the lease of the Premises is upon and subject to the terms, covenants and conditions herein set forth, and Tenant covenants as a material part of the consideration for this Lease to keep and perform each and all of such terms, covenants and conditions by it to be kept and performed. The parties hereto hereby acknowledge that the purpose of Exhibit A is to show the approximate location of the Premises only, and such Exhibit is not meant to constitute an agreement, representation or warranty as to the construction of the Premises, the precise area thereof or the specific location of the “Common Areas,” as that term is defined in Section 1.1.3, below, or the elements thereof or of the accessways to the Premises or the “Project,” as that term is defined in Section 1.1.2, below, and that the square footage of the Premises shall be as set forth in Section 2.1 of the Summary of Basic Lease Information. Except as specifically set forth in this Lease and in the Tenant Work Letter attached hereto as Exhibit B (the “Tenant Work Letter”), Landlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Premises. Xxxxxx also acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty regarding the condition of the Premises, the Building or the Project or with respect to the suitability of any of the foregoing for the conduct of Xxxxxx’s business, except as specifically set forth in this Lease and the Tenant Work Letter. For purposes of Section 1938 of the California Civil Code, Landlord hereby discloses to Tenant, and Tenant hereby acknowledges, that the Building and Premises have not undergone inspection by a Certified Access Specialist (CASp). Landlord shall deliver the Premises to Tenant in good, vacant, broom clean condition, in compliance with all laws, with the roof water-tight and shall cause the plumbing, electrical systems, fire sprinkler system, lighting, and all other building systems serving the Premises in good operating condition and repair on or before the Lease Commencement Date, or such earlier date as Landlord and Tenant mutually agree. Landlord will be responsible for causing the exterior of the Building, the existing Building entrances, and all exterior Common Areas (including required striping and handicapped spaces in the parking areas) to be in compliance with ADA and parking requirements, to the extent required to allow the legal occupancy of the Premises or completion of the Tenant Improvements.
Landlord Repairs The services described in Section 4.01 (“Building Services”) and any repairs and maintenance required of Landlord may be curtailed or interrupted as required by any Applicable Laws or because of the maintenance, repair, replacement, or improvement of the equipment involved in furnishing such services or because of changes of the suppliers of services or because of labor controversies, accidents, acts of God, or the elements or any other cause beyond Landlord’s reasonable control. Landlord agrees to attempt in good faith to resume any curtailed or interrupted Building Services that Landlord is obligated hereunder to provide after receipt of notice from Tenant advising Landlord of the affected services. Landlord shall not be required to make any improvements, replacements, or repairs of any kind or character to the Leased Premises during the Term of this Lease except as are set forth in this section. Landlord shall maintain only the electrical service to the Leased Premises, down spouts, fire sprinkler system, lawn and landscaping, paint on the exterior of the Leased Premises, exterior doors, roof, foundation, parking, sidewalk and drive areas, and the structural soundness of the exterior walls (excluding windows, window glass, plate glass, and doors), except for damages caused by Tenant, its agents, employees, contractors, guests, and invitees, which damage shall be repaired at Tenant’s sole cost and expense and which will constitute Additional Rent due hereunder upon demand by Landlord therefor. Landlord’s costs of maintaining the items set forth in this section (save and except for Landlord’s cost of maintaining the structural soundness, the roof, foundation, the exterior walls (excluding windows, window glass, and plate glass) which costs shall be Tenant’s sole responsibility) shall constitute a portion of Operating Expenses as defined in Section 2.03 and shall be subject to the Additional Rent provisions in Section 2.02. Notwithstanding anything to the contrary contained elsewhere herein, Landlord agrees to utilize reasonable efforts to effectuate and promptly complete any maintenance or repairs required to be performed by Landlord hereunder in a manner calculated to cause as little interruption and interference with Tenant’s conduct of business and operations in the Leased Premises as is reasonably practicable. In addition, if Landlord fails to perform any of its repair and maintenance obligations hereunder and such default is not cured by Landlord in accordance within thirty (30) days of written notice of such failure, then Tenant shall have the right, but not the obligation, to perform such repair and maintenance obligations as are reasonably necessary to either (a) prevent any damage to Tenant’s inventory or other personal property and/or (b) obviate any material and adverse effects to Tenant’s business operations resulting therefrom. Any and all reasonable costs and expenses paid or incurred by Tenant in performing any of Landlord’s maintenance obligations in accordance with the terms, conditions, and requirements of the immediately preceding sentence shall be paid by Landlord within fifteen (15) days after Landlord’s receipt from Tenant of an itemized statement describing the repairs and/or maintenance performed.
Landlord’s Option to Repair Notwithstanding the terms of Section 11.1 of this Lease, Landlord may elect not to rebuild and/or restore the Premises, Building and/or Project, in which event this Lease shall terminate, by notifying Tenant in writing of such termination within sixty (60) days after the date of discovery of the damage, such notice will include a termination date giving Tenant sixty (60) days to vacate the Premises, but this Lease may be so terminated Landlord may so elect only if the Building or Project shall be damaged by fire or other casualty or cause, whether or not the Premises are affected, and one or more of the following conditions is present: (i) in Landlord’s reasonable judgment, repairs cannot reasonably be completed within one hundred eighty (180) days after the date of discovery of the damage (when such repairs are made without the payment of overtime or other premiums); (ii) the holder of any mortgage on the Building or Project or ground lessor with respect to the Building or Project shall require that the insurance proceeds or any portion thereof be used to retire the mortgage debt, or shall terminate the ground lease, as the case may be; (iii) the damage is not fully covered by Landlord’s insurance policies or that portion of the proceeds from Landlord’s insurance policies allocable to the Building or the Project, as the case may be; (iv) Landlord decides to rebuild the Building or Common Areas so that they will be substantially different structurally or architecturally; (v) the damage occurs during the last twelve (12) months of the Lease Term; or (vi) any owner of any other portion of the Project, other than Landlord, does not intend to repair the damage to such portion of the Project; provided, however, that if such fire or other casualty shall have damaged the Premises or a portion thereof or Common Areas necessary to Tenant’s occupancy and as a result of such damage the Premises are unfit for occupancy, and provided that Landlord does not elect to terminate this Lease pursuant to Landlord’s termination right as provided above, and either (a) the repairs cannot, in the reasonable opinion of Landlord’s contractor, be completed within two hundred seventy (270) days after being commenced, or (b) the damage occurs during the last twelve months of the Lease Term and will reasonably require in excess of ninety (90) days to repair, Tenant may elect, no earlier than sixty (60) days after the date of the damage and not later than ninety (90) days after the date of such damage, to terminate this Lease by written notice to Landlord effective as of the date specified in the notice, which date shall not be less than thirty (30) days nor more than sixty (60) days after the date such notice is given by Tenant.
Condition of Subleased Premises (a) Subtenant shall maintain and repair the Subleased Premises in a manner consistent with Sublandlord’s obligations under the Lease. Sublandlord shall have the right to enter the Subleased Premises from time to time upon reasonable prior notice to Subtenant, during normal business hours and escorted by Subtenant (if Subtenant makes such escort reasonably available). Sublandlord’s right of entry shall include the right of inspection to confirm that Subtenant is in compliance with all applicable maintenance and repair obligations set forth in the Lease. In the event that Sublandlord determines, in Sublandlord’s reasonable opinion, that Subtenant is in default of any maintenance and/or repair obligation set forth in the Lease, and such default may incur liability to Sublandlord upon the surrender of the Subleased Premises upon the expiration or earlier termination of the Lease (a “Required Repair Item”), then Sublandlord shall have the right to notify Subtenant of any such Required Repair Items. Subtenant shall be obligated to cure such Required Repair Items within thirty (30) days of such notice from Sublandlord, or, if such Required Repair Items cannot be reasonably completed in such thirty (30) day period, such longer period as reasonably necessary to cure such Required Repair Items, so long as Subtenant has commenced such cure and diligently pursues such cure to completion. In no event shall Sublandlord’s rights hereunder impose any additional and/or greater repair or maintenance standards from those set forth in the Lease. In the event Subtenant fails to cure such Required Repair Items as set forth above, then such failure shall be deemed a default under this Sublease, entitling Sublandlord to exercise any of its rights and remedies herein, including, without limitation, the self help rights set forth in Section 6(b) above.
(b) Upon the expiration or earlier termination of this Sublease, Subtenant shall (i) return the Subleased Premises to Sublandlord in the condition required by the Lease, normal wear and tear and damage by casualty or condemnation excepted, and (ii) in accordance with the terms of the Lease, remove all personal property and equipment (other than fixtures but including trade fixtures) from the Subleased Premises required to be removed from the Subleased Premises in accordance with the Lease. Upon such expiration, Sublandlord and Subtenant shall schedule a walk-through of the Subleased Premises to determine whether Subtenant has complied with its obligation to surrender as set forth above. Sublandlord shall notify Subtenant of any perceived noncompliance at the time of the walk-through, or Sublandlord shall be estopped from attempting to charge Subtenant for the same at a later date. Sublandlord may forthwith re-enter the Subleased Premises following notice to Subtenant and repossess itself thereof and remove all persons and effects therefrom, using such force as may be reasonably necessary without being guilty of forcible entry, detainer, trespass or other tort. Subtenant’s obligation to observe or perform these covenants shall survive the expiration or other termination of the Sublease Term.
Demised Premises 2.01. Landlord leases to Tenant and Tenant leases from Landlord certain office space (hereinafter called the "Demised Premises") in a nine-story office building currently being renovated (the "Building") situated on certain land more particularly described by metes and bounds in Exhibit A attached hereto (the "Land") leased by Landlord at 0000 Xxx Xxxxx Xxxx in Raleigh, North Carolina. The Demised Premises consists of the square feet of rentable area in the Building disclosed on Schedule I attached to this Lease and made a part hereof (hereinafter called "Schedule I"), all of said space being shown on Exhibit B attached hereto. All calculations of the rentable area of the Demised Premises and the Building shall be made in accordance with the BOMA Standard of Measuring Floor Area of Office Buildings (reprinted in August, 1990). Rentable square feet for any tenant space which constitutes all of the available office space on any floor in the Building shall be as set forth in Exhibit X-x attached hereto. Landlord, at its expense, shall provide Tenant with the Base Building items set forth on Exhibit C-l
2.02. The Demised Premises consist of the unfinished interior office space in the Building. Landlord, at its expense, shall provide Tenant with the "Base Building" items set forth on Exhibit C-l. Landlord, at Tenant's cost, shall also install the items and perform the work (collectively "upfitting") specified in the plans and upfitting requirements set forth in Exhibit C; however, Landlord shall provide Tenant with an upfitting allowance to subsidize Tenant's upfitting cost as specified in Schedule I. All work shall be performed in accordance with the provisions of Article XVI
2.03. Prior to occupancy of the Demised Premises by the Tenant, Landlord and Tenant shall enter into a supplement of this Lease in the forth attached hereto as Exhibit D setting forth the exact measurements of the Demised Premises calculated as provided hereinabove, the Commencement Date and Expiration Date of the term of this Lease as provided in Article IV and the exact amount of the Annual Minimum Rent (hereinafter defined) and monthly installments of minimum rent required in accordance with Article V herein, with such terms, conditions and provisions being consistent with the terms set forth in this Lease as of the date hereof.
2.04. Exhibits A, B, X-x, C, X-x and D and Schedule I mentioned above and Exhibit E mentioned hereafter are attached hereto and incorporated herein by this reference.
Leased Premises Lessor hereby leases to Lessee, and Lessee leases and takes from Lessor, the Leased Premises subject to the conditions of this Lease.
Option to Build If the dates designated by Developer are not acceptable to Connecting Transmission Owner, the Connecting Transmission Owner shall so notify the Developer and NYISO within thirty (30) Calendar Days, and unless the Developer and Connecting Transmission Owner agree otherwise, Developer shall have the option to assume responsibility for the design, procurement and construction of Connecting Transmission Owner’s Attachment Facilities and Stand Alone System Upgrade Facilities on the dates specified in Article 5.1.2; provided that if an Attachment Facility or Stand Alone System Upgrade Facility is needed for more than one Developer’s project, Developer’s option to build such Facility shall be contingent on the agreement of all other affected Developers. NYISO, Connecting Transmission Owner and Developer must agree as to what constitutes Stand Alone System Upgrade Facilities and identify such Stand Alone System Upgrade Facilities in Appendix A hereto. Except for Stand Alone System Upgrade Facilities, Developer shall have no right to construct System Upgrade Facilities under this option.
Licensor’s Option Licensor shall have the option, at Licensor’s sole discretion, to terminate this License at any time within three (3) years of the date of this Agreement upon written notice to Licensee. In the event that Licensor exercises this option, Licensor shall pay to Licensee a sum equal to Two Hundred Percent (200%) of the License Fee paid by Licensee. Upon Licensor’s exercise of the option, Licensee must immediately remove the New Song from any and all digital and physical distribution channels and must immediately cease access to any streams and/or downloads of the New Song by the general public.
Landlord’s Options At any time within ten (10) business days after Landlord’s receipt of all of the information required in the Transfer Notice, Landlord may by written notice to Tenant elect to:
(a) sublease itself the Transfer Space specified in the Transfer Notice, for the term proposed, in the case of a proposed Sublease,
(b) take an Assignment of Tenant’s leasehold estate specified in the Transfer Notice in the case of a proposed Assignment, or
(c) terminate this Lease as to the entire Transfer Space specified in the Transfer Notice, in the case of a proposed Assignment or Sublease for all or substantially all of the remaining Term, with a proportionate abatement in the rent payable hereunder. In the event Landlord elects to Sublease or take an Assignment from Tenant as described in Paragraphs (a) and (b) above, the rent payable by Landlord shall be the rent that would have been payable to Tenant under such proposed Transfer, with Landlord and Tenant sharing the Profits, if any, under such Sublease or Assignment to Landlord in the same manner as is set forth in Section 14.5. If Landlord elects to terminate this Lease as to the Transfer Space as described in Paragraph (c) above, then Landlord shall pay to Tenant, at the same times and in the same amounts, the share of Profits that Tenant would have received from a Transfer of such Transfer Space on the terms provided in the Transfer Notice. In the event Landlord elects any of the options set forth in Paragraphs (a), (b) and (c) above, the effective date of the Assignment or Sublease by Tenant to Landlord (or, if applicable, the termination of the Lease by Landlord) shall be the date specified by Tenant in the Transfer Notice, or if elected by Landlord, up to ninety (90) days thereafter. After any such election by Landlord, Landlord shall be entitled to re-lease or sub-sublease the Transfer Space in Landlord’s discretion. In the event Landlord elects any of the options set forth in Paragraphs (a), (b) and (c) above with respect to a portion of the Premises, (i) Tenant shall at all times provide reasonable and appropriate access to such portion of the Premises and use of any common facilities in the Premises, (ii) Landlord shall have the right to use such portion of the Premises subject to Landlord’s election without the consent of Tenant, and (iii) Tenant shall reimburse Landlord for the reasonable cost of any demising wall necessary to separate the Transfer Space from the remainder of the Premises. If Tenant does not consummate a Transfer with respect to the Transfer Space within one hundred eighty (180) days after the Transfer Notice, Tenant shall, if Tenant continues to contemplate a Transfer, deliver a new Transfer Notice and Landlord shall again have the options set forth in this Section 14.3.