TENANT'S WORK AND ALTERATIONS. Supplementing the provisions of ----------------------------- Article 3 of this lease: A. Tenant shall make no changes or alterations in or to the demised premises of any nature without Owner's prior written approval. Prior to commencing any work in the demised premises, Tenant shall submit to Owner for Owner's written approval complete drawings, plans and specifications (herein collectively referred to as "Tenant's Plan") for the improvements and ------------- installations to be made by Tenant (herein collectively referred to as "Tenant's -------- Work"). Tenant's Plan shall be fully detailed and shall show complete ---- dimensions, shall not be in conflict with Owner's basic plans for the Building, shall not require any changes in the structure of the Building and shall not be in violation of any laws, orders, rules or regulations of any governmental department or bureau having jurisdiction of the demised premises. (i) Within twenty (20) days after submission to Owner or Tenant's Plan, Owner shall either approve same or shall set forth in writing the particulars in which Owner does not approve same, in which latter case Tenant shall, within ten (10) days after Owner's notification, return to Owner appropriate corrections thereto. Such corrections shall be subject to Owner's approval. Tenant shall pay to Owner, promptly upon being billed and as Additional Charges, any charges or expenses Owner may incur in reviewing Tenant's Plan. Tenant agrees that any review or approval by Owner of Tenant's Plan is solely for Owner's benefit, and without any representation or warranty whatsoever to Tenant with respect to the adequacy, legality, correctness or efficiency thereof or otherwise. Owner agrees that it shall not unreasonably withhold or delay its consent to Tenant's Plan or any revisions thereof. (ii) Notwithstanding the foregoing provisions of this Article 49, following completion by Tenant of the Initial Tenant Work (hereinafter defined), Owner's consent shall not be required hereunder for any subsequent Tenant's Work, subject, however, to the following terms and conditions: (a) prior to commencing any such work, Tenant shall submit to Owner the Tenant's Plan; (b) in its performance of Tenant's Work, Tenant shall comply fully with applicable provisions of Article 3 and this Article 49; and (c) such Tenant's Work shall not affect the public portions or systems of the Building or otherwise affect the structural integrity of the Building. C. Following compliance by Tenant with its obligations under the foregoing sections of this Article, Tenant shall timely commence Tenant's Work in order to complete same within a reasonable period of time. Tenant's Work shall be diligently pursued and shall be performed in a good and workmanlike manner. D. Tenant agrees that in the performance of Tenant's Work (i) that Tenant shall comply with any reasonable work schedule, rules and regulations proposed by Owner, its agents or employees, (ii) that the labor employed by Tenant shall be harmonious and compatible with the labor employed by Owner in the Building, it being agreed that if in Owner's judgment the labor is incompatible Tenant shall forthwith upon Owner's demand withdraw such labor from the demised premises, (iii) that Tenant shall procure and deliver to Owner workmen's compensation, public liability, property damage and such other insurance policies, in such amounts as shall be reasonably acceptable to Owner in connection with Tenant's Work, and shall upon Owner's request cause Owner to be named as an insured thereunder, (iv) that Tenant shall hold Owner harmless from and against any and all claims arising from or in connection with any act or omission of Tenant or its agents or employees, (v) that Tenant's Work shall be performed in accordance with the approved Tenant's Plan and in compliance with the laws, orders, rules and regulations of any governmental department or bureau having jurisdiction of the demised premises, and (vi) that Tenant shall promptly pay for Tenant's Work in full and shall not permit any lien to attach to the demised premises or the Building. (i) Upon Owner's approval of Tenant's Plans (if required hereunder) and the selection by Tenant of all final bids in connection with Tenant's Work, Tenant shall submit to Owner the full estimated cost for such work certified by Tenant's architect. The determination of such full estimated cost shall be subject to Owner's approval, not to be unreasonably withheld. (ii) Upon a final determination being made of the estimated cost of Tenant's Work, as provided in subsection (i) above, should such estimated cost of Tenant's Work exceed the aggregate sum of One Hundred Seventy-Five Thousand ($175,000) Dollars, Tenant shall, prior to Tenant's commencing any work, deliver to Owner, to secure the prompt and proper completion of Tenant's Work, a cash deposit or an irrevocable, unconditional, negotiable letter of credit, issued by and drawn on a bank or trust company in a form reasonably satisfactory to Owner, in an amount equal to the aggregate of (A) the aforesaid final cost estimate and (B) ten (10%) per cent of such sum. Such letter of credit shall be for one year and shall be renewed by Tenant each and every year until Tenant's Work is completed and shall be delivered to Owner not less than 30 days prior to the expiration of the then current letter of credit. Failure to deliver such new letter of credit on or before said date shall be a material breach of this lease and Owner shall have the right, inter alia, to present the ----- ---- then current letter of credit for payment. Notwithstanding the foregoing, Tenant shall have the right from time to time (but not more frequently than once each 30 days) to reduce the face amount of said letter of credit, subject in each instance to the following provisions: Tenant may in each instance reduce the then face amount of the letter of credit by an amount equal to the sum of receipted invoices from contractor(s) delivered to Owner, which invoices shall be accompanied by lien waivers to the extent of such requested reduction, provided, however, that at no time shall the face amount of said letter of credit be less than a sum equalling 110% of the remaining sum certified from time to time by Tenant's architect to be necessary to complete such Tenant's Work. (iii) Upon (A) the completion of Tenant's Work in accordance with the terms of this Article and (B) the submission to Owner of proof evidencing the payment in full for Tenant's Work, the letter of credit (or the balance of the proceeds thereof, if Owner has drawn on said letter of credit) shall be returned to Tenant. (iv) Upon the Tenant's failure to properly perform, complete and fully pay for Tenant's Work, as reasonably determined by Owner, Owner shall be entitled to draw down on the letter of credit to the extent it deems necessary in connection with Tenant's Work, the restoration and/or protection of the demised premises or the Building and the payment or satisfaction of any costs, damages or expenses in connection with the foregoing and/or Tenant's obligations under this Article. (v) Upon a final determination being made of the estimated cost of Tenant's Work, as provided in subsection (i) above, should such estimated cost of Tenant's Work exceed the aggregate sum of One Hundred Seventy-Five Thousand ($175,000) Dollars, Tenant shall, prior to Tenant's commencing any work, also deliver to Owner, as further security for the prompt and proper completion of Tenant's Work, an absolute and unconditional guaranty of payment and performance executed by Xxxxxx Xxxxx, in form and substance reasonably satisfactory in all respects to Owner, which document shall guarantee (A) Tenant's performance of Tenant's Work free and clear of all liens, and (B) the payment by Tenant of all sums which may be owing under subparagraph (e) of Article 56 hereof. Upon (A) the completion of Tenant's Work in accordance with the terms of this Article and (B) the submission to Owner of proof evidencing the payment in full for Tenant's Work, the aforesaid guaranty shall be returned to Tenant. In the even that his Lease is assigned to a corporation or partnership in which Xxxxxx Xxxxx is not a director, stockholder, officer or partner, as the case may be, Owner agrees that the foregoing provisions of this subsection (v) shall not apply to Tenant's Work (other than the Initial Tenant's Work) to be performed by such assignee, it being agreed, however, that all other terms and conditions of this Article 49 shall apply fully to such Tenant's Work to be performed by such assignee, except that the dollar figure "$175,000" set forth in subsection E(ii) of this Article 49 shall be reduced to "$50,000." The parties hereto acknowledge and agree that the provisions of the immediately preceding sentence shall not apply in any respect to an assignee of Tenant pursuant to Section B(iii) of Article 47 hereof. (i) Owner represents and warrants that under existing zoning rules and regulations the demised premises permit the use thereof for motion picture theatre(s), and that, subject to compliance with all other building codes, rules and regulations ("Regulations"), the preliminary plans heretofore submitted by Tenant to Owner entitled "Proposed Building-A Six Theatre Complex-Soho Theatre Center" (Drawings A-1 to and including A-5) prepared by Xxxxxxx Xxxxxxxxx P.C. and initialled by Tenant (collectively, the "Xxxxxxxxx Plans") will not violate existing zoning rules thereby (subject to compliance with Regulations) permitting use of the demised premises for motion picture theatre(s). In the event Tenant determines that the foregoing representation is not true in all material respects, then either party may elect to terminate this Lease, provided, however, such election is made in writing not later than thirty days after submission by Tenant of the Initial Plans (hereinafter defined) to the Buildings Department (hereinafter defined). Failure by either party to exercise its right to cancel as provided for in this subparagraph F(i) shall constitute a waiver of such party's right to terminate this Lease pursuant to this subparagraph F(i). (ii) Owner hereby approves the Xxxxxxxxx Plans subject, however, to Tenant's compliance with the provisions of Article 3 hereof and this Article 49. Tenant agrees that Owner's approval of such initialled preliminary plans is without any representation or warranty whatsoever to Tenant with respect to the adequacy, legality, correctness or efficiency thereof or otherwise. G. Tenant agrees that in connection with the Tenant's Work to be performed in order to prepare the demised premises for Tenant's occupancy ("Initial Tenant Work"), it shall, within ninety (90) days from the date of execution and delivery (free of escrow) hereof, submit to Owner all of Tenant's architectural drawings and such other plans or drawings as may be required to be submitted to the New York City Department of Buildings (the "Buildings Department") in order for Tenant to commence construction of the Initial Tenant Work (collectively, the "Initial Plans"). Within ten (10) days following its receipt of the proposed Initial Plans, Owner shall notify Tenant as to either its approval of such plans or such changes thereto as Owner determines are reasonably necessary; within ten (10) days following its receipt from Owner of any reasonable proposed changes, provided such changes do not (i) substantially increase the cost of the Initial Tenant Work, or (ii) reduce the proposed aggregate searing capacity of the motion picture theatre(s) described in the Initial Plans by more than fifty (50) seats, or (iii) reduce the number of proposed motion picture theatre(s) at the demised premises, Tenant shall cause its architect to make such changes to such plans and again submit same to Owner for its approval. Within five (5) days following Owner's notifying Tenant as to its approval of the Initial Plans, Tenant shall deliver the Initial Plans to the Buildings Department for the latter party's approval. The parties hereto agree that they shall each cooperate in connection with the prompt application to the Buildings Department for approval of the Initial Plans, it being agreed that same shall be done at Tenant's sole cost and expense. Should the Buildings Department thereafter require changes to the Initial Plans, provided such changes do not (i) substantially increase the cost of the Initial Tenant Work, or (ii) reduce the proposed aggregate seating capacity of the motion picture theatre(s) described in the Initial Plans by more than fifty (50) seats, or (iii) reduce the number of proposed motion picture theatre(s) at the demised premises to four (4) or fewer (provided that the Initial Plans shall have provided for at least five (5) such theaters), Tenant shall promptly cause its architect to make such changes and submit the revised Initial Plans to the Buidlings Department, subject to Owner's consent, which shall not be unreasonably withheld or delayed. Should the Buildings Department approve the Initial Plans as herein provided, Tenant shall perform the Initial Tenant Work in full accordance with the provisions of this lease, including without limitation, Article 3 and this Article 49. Notwithstanding anything herein contained, should the Buildings Department fail to approve the Initial Plans and accept the application for a public assembly permit within 60 days from the date that the Initial Plans are initially submitted, Tenant shall have the right to cancel this lease by notice delivered to Owner within 15 days thereafter, in which event this lease shall terminate on the date which is 30 days following the delivery of such notice as if such termination date was the date originally set forth as the expiration date of this lease and Owner shall return all unapplied security deposits and prepaid rent, provided same have not been applied by Owner by reason of Tenants default hereunder. Notwithstanding the foregoing sentence, should the failure by Tenant to comply with the provisions of this Section (G) result in the failure by the buildings Department to approve the Initial Plans within the aforesaid 60-day period, Tenant shall not be entitled to terminate this lease as aforesaid. H. Should Tenant, as part of the Initial Tenant Work, elect to install an elevator at the demised premises, which installation is approved by Owner in accordance with the provisions of this Article 49, Owner shall reimburse Tenant for the cost of such elevator installation in an amount equal to the lesser of (i) fifty (50%) percent of the cost of such installation, or (ii) fifty thousand ($50,000) Dollars, which reimbursement shall be delivered within fifteen (15) days following compliance by Tenant with each of the following terms and conditions: (a) Tenant shall have supplied to Owner evidence reasonably satisfactory to Owner establishing (1) that the aforesaid elevator installation has been completed, (2) the cost thereof, (3) that all sums due and owing to contractors, subcontractors and materialmen have been paid (it being acknowledged by Owner that original receipted invoices from such parties shall be deemed satisfactory evidence as to such payment), and (4) that Tenant otherwise complied with the provisions of Article 3 hereof and this Article 49 in connection with the performance and completion of such elevator installation; and (b) Tenant shall not then be in default under the terms of this lease beyond the applicable grace period, if any. I. All fixtures and equipment installed or used by Tenant in the Premises (except for moveable fixtures and equipment and built-in movie theatre seats) shall be fully paid for by Tenant in cash and shall not be subject to conditional bills of sale, financing statement or other title retention agreements.
Appears in 2 contracts
Samples: Store Lease (Craig Corp), Lease Agreement (Reading Entertainment Inc)
TENANT'S WORK AND ALTERATIONS. Supplementing the provisions of ----------------------------- Article 3 of this lease:
A. Tenant (a) Owner shall make no changes not unreasonably withhold its consent to any non-structural changes, alterations, installations, additions or alterations improvements (collectively, "Tenant's Work") provided such Tenant's Work is performed only by contractors or mechanics approved by Owner, which approval shall not be unreasonably withheld, and (i) in the reasonable opinion of Owner, the Tenant's Work will not materially adversely affect the proper functioning of the Building's mechanical, electrical, sanitary, plumbing, heating, air-conditioning, ventilating, utility or any other service systems, (ii) the Tenant's Work will not result in a violation of, or require a change in, any certificate of occupancy applicable to the demised premises or the Building, (iii) the outside appearance, usefulness or rentability of the Building or any nature without part thereof will not be affected in any way, and such Tenant's Work shall not, in the sole opinion of Owner, exercised in good faith, weaken or impair (temporarily or permanently) the structure of the demised premises or the Building either in the course of the making of such Tenant's Work or upon its completion, and (iv) no part of the Building outside of the demised premises will be physically affected. Notwithstanding anything to the contrary contained herein, Owner's prior written approval. consent shall not be required for purely decorative or cosmetic Tenant's Work.
(b) Prior to commencing any work Tenant's Work in the demised premises, Tenant shall submit to Owner for Owner's written approval complete drawings, plans and specifications (herein collectively referred to as collectively, "Tenant's Plan") for the improvements and ------------- installations to be made by Tenant (herein collectively referred to as "such Tenant's -------- Work"). Tenant's Plan shall be fully detailed and shall show complete ---- dimensions, shall not be in conflict with Owner's basic plans for the Building, shall not require any changes in the structure of the Building and shall not be in violation of any laws, orders, rules or regulations of any governmental department or bureau having jurisdiction of the demised premises. Notwithstanding the foregoing, with respect to any Tenant's Work which is purely decorative in nature and which does not require the filing of plans and specifications with any governmental authority, Tenant shall only be required to submit a schematic design or description in reasonably sufficient detail for Owner to determine the work to be performed.
(ic) Within twenty (20) days after After submission to Owner or of Tenant's Plan, Owner shall within fifteen (15) days thereafter either approve same or shall set forth in writing the particulars in which Owner does not approve same (in default of which Owner shall be deemed to have approved same), in which latter case Tenant shall, within ten fifteen (1015) business days after Owner's notification, return to Owner appropriate corrections thereto. Such corrections shall be subject to Owner's approval, such approval to be subject to the same standards set forth in Section 45(a) above. Tenant shall pay to Owner, promptly upon within 10 days after being billed and as Additional Chargesadditional rent, any reasonable out-of-pocket charges or expenses Owner may incur in reviewing Tenant's Plan, except that Tenant shall not be required to pay the charges or expenses incurred by Owner in reviewing Tenant's Plan for any Tenant's Work in preparing the demised premises for Tenant's initial occupancy thereof. Tenant agrees that any review or approval by Owner of Tenant's Plan Plans is solely for Owner's benefit, and without any representation or warranty whatsoever to Tenant with respect to the adequacy, legality, correctness or efficiency thereof or otherwise. Owner .
(d) Tenant further agrees that it shall not unreasonably withhold or delay its consent to if Tenant makes any changes in Tenant's Plan subsequent to its approval by Owner and if Owner consents to such changes (such consent to be subject to the same standards set forth in Section 45(a) above), Tenant shall pay to Owner all costs and expenses caused by such changes, which Owner may incur or sustain by reason of delays or changes necessitated in the performance by Owner of any revisions thereofconstruction or work it is performing in the Building; it being understood and agreed, however, that Owner shall have the right to refuse to consent to any such changes (in accordance with the standards set forth in Section 45(a) above). Any charges payable under this section shall be paid by Tenant from time to time within twenty (20) days after notice as additional rent, whether or not the lease term shall have commenced.
(iie) Notwithstanding If Tenant fails to correct Tenant's Plan in any particular as hereinabove required, Owner shall, after fifteen (15) days written notice, have the right to make such corrections on Tenant's behalf; but the foregoing provisions of this Article 49, following completion by Tenant of the Initial Tenant Work (hereinafter defined), Owner's consent right shall not be required hereunder for preclude the exercise by Owner of any subsequent Tenant's Work, subject, however, to the following terms and conditions: (a) prior to commencing any other right or remedy which it may have in such work, Tenant shall submit to Owner the Tenant's Plan; (b) in its performance of Tenant's Work, Tenant shall comply fully with applicable provisions of Article 3 and this Article 49; and (c) such Tenant's Work shall not affect the public portions or systems of the Building or otherwise affect the structural integrity of the Buildingevent.
C. (f) Following compliance by Tenant with its obligations under the foregoing sections of this Article, Tenant Tenant, at its sole cost and expense, shall procure all required permits and authorizations of all municipal departments and governmental subdivisions having jurisdiction over the demised premises and shall thereafter timely commence Tenant's Work in order to complete same within a reasonable period of time. Tenant's Work shall be diligently pursued and shall be performed in a good and workmanlike mannermanner at Tenant's sole cost and expense in accordance with Tenant's Plan as approved by Owner.
D. (g) Tenant agrees that in the performance of Tenant's Work (i) neither Tenant nor its agents or employees shall unreasonably interfere with the work being done by Owner and its agents and employees, (ii) that Tenant shall comply with any reasonable work schedule, rules and regulations proposed by Owner, its agents or employees, (iiiii) that the labor employed by Tenant shall be harmonious and compatible with the labor employed by Owner in the Building, it being agreed that if in Owner's reasonable judgment the labor is incompatible Tenant shall forthwith upon Owner's demand withdraw such labor from the demised premises, (iiiiv) that Tenant shall procure and deliver to Owner workmen's compensation, public liability, property damage and such other insurance policies, in such amounts as shall be reasonably acceptable to Owner in connection with Tenant's Work, and shall upon Owner's request cause Owner to be named as an additional insured thereunderthereunder (it being agreed that Owner shall not request public liability insurance to exceed $5 million hereunder), (ivv) that Tenant shall hold Owner harmless from and against any and all claims arising from or in connection with any act or omission of Tenant or its agents or employees, (vvi) that Tenant's Work shall be performed in accordance with the approved Tenant's Plan and in compliance with the laws, orders, rules and regulations of any governmental department or bureau having jurisdiction of the demised premises, and (vivii) that Tenant shall promptly pay for Tenant's Work in full and shall not permit any lien to attach to the demised premises or the Building.
(i) Upon Owner's approval of Tenant's Plans (if required hereunder) and the selection by Tenant of all final bids in connection with Tenant's Work, Tenant shall submit to Owner the full estimated cost for such work certified by Tenant's architect. The determination of such full estimated cost shall be subject to Owner's approval, not to be unreasonably withheld.
(ii) Upon remain a final determination being made of the estimated cost of Tenant's Work, as provided in subsection (i) above, should such estimated cost of Tenant's Work exceed the aggregate sum of One Hundred Seventy-Five Thousand ($175,000) Dollars, Tenant shall, prior to Tenant's commencing any work, deliver to Owner, to secure the prompt and proper completion of Tenant's Work, a cash deposit or an irrevocable, unconditional, negotiable letter of credit, issued by and drawn lien on a bank or trust company in a form reasonably satisfactory to Owner, in an amount equal to the aggregate of (A) the aforesaid final cost estimate and (B) ten (10%) per cent of such sum. Such letter of credit shall be for one year and shall be renewed by Tenant each and every year until Tenant's Work is completed and shall be delivered to Owner not less than 30 days prior to the expiration of the then current letter of credit. Failure to deliver such new letter of credit on or before said date shall be a material breach of this lease and Owner shall have the right, inter alia, to present the ----- ---- then current letter of credit for payment. Notwithstanding the foregoing, Tenant shall have the right from time to time (but not more frequently than once each 30 days) to reduce the face amount of said letter of credit, subject in each instance to the following provisions: Tenant may in each instance reduce the then face amount of the letter of credit by an amount equal to the sum of receipted invoices from contractor(s) delivered to Owner, which invoices shall be accompanied by lien waivers to the extent of such requested reduction, provided, however, that at no time shall the face amount of said letter of credit be less than a sum equalling 110% of the remaining sum certified from time to time by Tenant's architect to be necessary to complete such Tenant's Work.
(iii) Upon (A) the completion of Tenant's Work in accordance with the terms of this Article and (B) the submission to Owner of proof evidencing the payment in full for Tenant's Work, the letter of credit (or the balance of the proceeds thereof, if Owner has drawn on said letter of credit) shall be returned to Tenant.
(iv) Upon the Tenant's failure to properly perform, complete and fully pay for Tenant's Work, as reasonably determined by Owner, Owner shall be entitled to draw down on the letter of credit to the extent it deems necessary in connection with Tenant's Work, the restoration and/or protection of the demised premises or the Building and the payment or satisfaction after receiving Notice of any costs, damages or expenses in connection with the foregoing and/or Tenant's obligations under this Articlesame.
(v) Upon a final determination being made of the estimated cost of Tenant's Work, as provided in subsection (i) above, should such estimated cost of Tenant's Work exceed the aggregate sum of One Hundred Seventy-Five Thousand ($175,000) Dollars, Tenant shall, prior to Tenant's commencing any work, also deliver to Owner, as further security for the prompt and proper completion of Tenant's Work, an absolute and unconditional guaranty of payment and performance executed by Xxxxxx Xxxxx, in form and substance reasonably satisfactory in all respects to Owner, which document shall guarantee (A) Tenant's performance of Tenant's Work free and clear of all liens, and (B) the payment by Tenant of all sums which may be owing under subparagraph (e) of Article 56 hereof. Upon (A) the completion of Tenant's Work in accordance with the terms of this Article and (B) the submission to Owner of proof evidencing the payment in full for Tenant's Work, the aforesaid guaranty shall be returned to Tenant. In the even that his Lease is assigned to a corporation or partnership in which Xxxxxx Xxxxx is not a director, stockholder, officer or partner, as the case may be, Owner agrees that the foregoing provisions of this subsection (v) shall not apply to Tenant's Work (other than the Initial Tenant's Work) to be performed by such assignee, it being agreed, however, that all other terms and conditions of this Article 49 shall apply fully to such Tenant's Work to be performed by such assignee, except that the dollar figure "$175,000" set forth in subsection E(ii) of this Article 49 shall be reduced to "$50,000." The parties hereto acknowledge and agree that the provisions of the immediately preceding sentence shall not apply in any respect to an assignee of Tenant pursuant to Section B(iii) of Article 47 hereof.
(i) Owner represents and warrants that under existing zoning rules and regulations the demised premises permit the use thereof for motion picture theatre(s), and that, subject to compliance with all other building codes, rules and regulations ("Regulations"), the preliminary plans heretofore submitted by Tenant to Owner entitled "Proposed Building-A Six Theatre Complex-Soho Theatre Center" (Drawings A-1 to and including A-5) prepared by Xxxxxxx Xxxxxxxxx P.C. and initialled by Tenant (collectively, the "Xxxxxxxxx Plans") will not violate existing zoning rules thereby (subject to compliance with Regulations) permitting use of the demised premises for motion picture theatre(s). In the event Tenant determines that the foregoing representation is not true in all material respects, then either party may elect to terminate this Lease, provided, however, such election is made in writing not later than thirty days after submission by Tenant of the Initial Plans (hereinafter defined) to the Buildings Department (hereinafter defined). Failure by either party to exercise its right to cancel as provided for in this subparagraph F(i) shall constitute a waiver of such party's right to terminate this Lease pursuant to this subparagraph F(i).
(ii) Owner hereby approves the Xxxxxxxxx Plans subject, however, to Tenant's compliance with the provisions of Article 3 hereof and this Article 49. Tenant agrees that Owner's approval of such initialled preliminary plans is without any representation or warranty whatsoever to Tenant with respect to the adequacy, legality, correctness or efficiency thereof or otherwise.
G. Tenant agrees that in connection with the Tenant's Work to be performed in order to prepare the demised premises for Tenant's occupancy ("Initial Tenant Work"), it shall, within ninety (90) days from the date of execution and delivery (free of escrow) hereof, submit to Owner all of Tenant's architectural drawings and such other plans or drawings as may be required to be submitted to the New York City Department of Buildings (the "Buildings Department") in order for Tenant to commence construction of the Initial Tenant Work (collectively, the "Initial Plans"). Within ten (10) days following its receipt of the proposed Initial Plans, Owner shall notify Tenant as to either its approval of such plans or such changes thereto as Owner determines are reasonably necessary; within ten (10) days following its receipt from Owner of any reasonable proposed changes, provided such changes do not (i) substantially increase the cost of the Initial Tenant Work, or (ii) reduce the proposed aggregate searing capacity of the motion picture theatre(s) described in the Initial Plans by more than fifty (50) seats, or (iii) reduce the number of proposed motion picture theatre(s) at the demised premises, Tenant shall cause its architect to make such changes to such plans and again submit same to Owner for its approval. Within five (5) days following Owner's notifying Tenant as to its approval of the Initial Plans, Tenant shall deliver the Initial Plans to the Buildings Department for the latter party's approval. The parties hereto agree that they shall each cooperate in connection with the prompt application to the Buildings Department for approval of the Initial Plans, it being agreed that same shall be done at Tenant's sole cost and expense. Should the Buildings Department thereafter require changes to the Initial Plans, provided such changes do not (i) substantially increase the cost of the Initial Tenant Work, or (ii) reduce the proposed aggregate seating capacity of the motion picture theatre(s) described in the Initial Plans by more than fifty (50) seats, or (iii) reduce the number of proposed motion picture theatre(s) at the demised premises to four (4) or fewer (provided that the Initial Plans shall have provided for at least five (5) such theaters), Tenant shall promptly cause its architect to make such changes and submit the revised Initial Plans to the Buidlings Department, subject to Owner's consent, which shall not be unreasonably withheld or delayed. Should the Buildings Department approve the Initial Plans as herein provided, Tenant shall perform the Initial Tenant Work in full accordance with the provisions of this lease, including without limitation, Article 3 and this Article 49. Notwithstanding anything herein contained, should the Buildings Department fail to approve the Initial Plans and accept the application for a public assembly permit within 60 days from the date that the Initial Plans are initially submitted, Tenant shall have the right to cancel this lease by notice delivered to Owner within 15 days thereafter, in which event this lease shall terminate on the date which is 30 days following the delivery of such notice as if such termination date was the date originally set forth as the expiration date of this lease and Owner shall return all unapplied security deposits and prepaid rent, provided same have not been applied by Owner by reason of Tenants default hereunder. Notwithstanding the foregoing sentence, should the failure by Tenant to comply with the provisions of this Section (G) result in the failure by the buildings Department to approve the Initial Plans within the aforesaid 60-day period, Tenant shall not be entitled to terminate this lease as aforesaid.
H. Should Tenant, as part of the Initial Tenant Work, elect to install an elevator at the demised premises, which installation is approved by Owner in accordance with the provisions of this Article 49, Owner shall reimburse Tenant for the cost of such elevator installation in an amount equal to the lesser of (i) fifty (50%) percent of the cost of such installation, or (ii) fifty thousand ($50,000) Dollars, which reimbursement shall be delivered within fifteen (15) days following compliance by Tenant with each of the following terms and conditions:
(a) Tenant shall have supplied to Owner evidence reasonably satisfactory to Owner establishing (1) that the aforesaid elevator installation has been completed, (2) the cost thereof, (3) that all sums due and owing to contractors, subcontractors and materialmen have been paid (it being acknowledged by Owner that original receipted invoices from such parties shall be deemed satisfactory evidence as to such payment), and (4) that Tenant otherwise complied with the provisions of Article 3 hereof and this Article 49 in connection with the performance and completion of such elevator installation; and
(b) Tenant shall not then be in default under the terms of this lease beyond the applicable grace period, if any.
I. All fixtures and equipment installed or used by Tenant in the Premises (except for moveable fixtures and equipment and built-in movie theatre seats) shall be fully paid for by Tenant in cash and shall not be subject to conditional bills of sale, financing statement or other title retention agreements.
Appears in 1 contract
Samples: Sublease (Media Metrix Inc)
TENANT'S WORK AND ALTERATIONS. Supplementing As soon as reasonably possible after the provisions Commencement Date, Tenant shall, at its sole cost and expense, make the alterations, additions or improvements in, on, to or about the Premises necessary to open for business at the Premises for Tenant’s Permitted Use (collectively, ”Tenant’s Work") within sixty (60) days of ----------------------------- Article 3 the Rent Commencement Date, provided such Tenant’s Work is consistent with Approved Tenant Plans (as defined below). Not less than fifteen (15) days prior to the commencement of this lease:
A. Tenant’s Work, or any subsequent alterations, additions or improvements in, on, to or about the Premises by Tenant (“Alterations”) with a cumulative value in excess of Five Thousand and 00/100 Dollars ($5,000.00), Tenant shall make no changes provide to Landlord detailed plans, specifications, drawings, photographs and all other documents and information necessary for or alterations in or requested by Landlord for its review of such work, all of which shall be subject to the demised premises of any nature without Owner's prior written approvalconsent of Landlord, which consent may be granted or withheld in Landlord’s sole discretion. Prior to commencing Tenant preparing any work in the demised premisesplans, drawings, designs, specifications, and/or calculations (“Tenant’s Plans”) pertaining to Tenant’s Work, Tenant shall cause its architect and engineer(s) to familiarize themselves with, and verify by physical inspection, the Premises and all local building codes and existing job conditions. Tenant shall submit Xxxxxx’s Plans to Owner for OwnerLandlord within fifteen (15) days following the Lease Effective Date and Landlord shall use commercially reasonable efforts to review Tenant’s Plans in a timely manner following receipt from Tenant. Tenant's written Plans shall be prepared and performed with full knowledge of and in compliance with all Applicable Laws. Tenant's Plans shall be prepared by architect(s) and engineer(s) fully qualified and licensed in the State wherein the Premises is located who shall certify that Tenant's Plans comply with all Applicable Laws. Tenant's Plans, and the design and quality of all work and installations undertaken by Xxxxxx in the Premises, shall be subject to the approval complete drawingsof Landlord who may approve, plans disapprove or modify Tenant's Plans in their sole and specifications (herein collectively absolute discretion. Tenant's Plans, as revised and approved by Landlord shall be referred to herein as "the “Approved Tenant Plans.” Xxxxxxxx's architect’s approval of Tenant's Plan") Plans shall not create any responsibility or liability on the part of Landlord for their completeness, sufficiency, design or compliance with Applicable Laws, and shall not relieve Tenant of any of Tenant's responsibility or liability hereunder. Any changes to the improvements Approved Tenant Plans requested by Tenant shall be subject to Landlord's approval and ------------- installations shall be reviewed by Landlord's architect. Tenant shall pay any additional expenses incurred in connection with such processing, including any additional fees of Landlord's architect, which costs shall be deposited by Tenant at the option of Landlord prior to the commencement of such processing. Tenant's Work shall be made by Tenant under the supervision of a competent architect or licensed structural engineer (herein collectively referred if Xxxxxx’s Work requires a building permit) in a good and workmanlike manner and shall be diligently prosecuted to as "completion in accordance with the Approved Tenant's -------- Work"Plans and Applicable Laws. At Tenant's sole cost, Landlord may (without obligation), perform any work Tenant failed to construct in accordance with the Approved Tenant's Plans, after ten (10) days’ notice from Landlord (or with no advance notice if, in Landlord's sole and absolute judgment, Xxxxxxxx's action is necessary to remediate a dangerous condition at the Premises which is a potential hazard to Tenant, Tenant's employees or agent, other tenants of the Shopping Center or the public or the Premises does not comply with the Legal Requirements). Tenant's Plan , at its sole cost and expense, shall be fully detailed responsible for obtaining all necessary permits including building and shall show complete ---- dimensions, shall not be in conflict with Owner's basic plans health department permits for the Buildingperformance of Tenant’s Work and for the payment of any impact, capacity, usage, and/or similar fee in connection with Xxxxxx’s Work. Upon completion of Tenant’s Work, Tenant shall not require any changes record in the structure office of the Building County Recorder where the Shopping Center is located a Notice of Completion, as required or permitted by law, and Tenant shall not be in violation of any laws, orders, rules or regulations of any governmental department or bureau having jurisdiction of the demised premises.
(i) Within twenty (20) days after submission deliver to Owner or Tenant's Plan, Owner shall either approve same or shall set forth in writing the particulars in which Owner does not approve same, in which latter case Tenant shallLandlord, within ten (10) calendar days after Owner's notificationcompletion of said work, return to Owner appropriate corrections thereto. Such corrections shall be subject to Owner's approval. Tenant shall pay to Ownera copy of the final signed-off building inspection card, promptly upon being billed and as Additional Charges, any charges permit or expenses Owner may incur in reviewing Tenant's Plan. Tenant agrees that any review or approval by Owner of Tenant's Plan is solely for Owner's benefit, and without any representation or warranty whatsoever to Tenant report with respect to thereto, the adequacyCertificate of Occupancy, legality, correctness copies of all mechanics’ lien releases or efficiency thereof or otherwise. Owner agrees that it shall not unreasonably withhold or delay its consent to Tenant's Plan or any revisions thereof.
(ii) Notwithstanding the foregoing provisions other lien releases on account of this Article 49, following completion by Tenant of the Initial Tenant Work (hereinafter defined), Owner's consent shall not be required hereunder for any subsequent Tenant's Work, subjectnotarized and unconditional, in such form approved by Landlord , a copy of Xxxxxx's recorded valid Notice of Completion, copies of all building permits indicating inspection and approval by the issuer of said permits, and an architect’s certification that the Premises have been constructed in accordance with the Approved Tenant's Plans and are complete. Not later than thirty (30) days after completion of Tenant’s Work, Tenant shall furnish Landlord with a set of as-built plans (in an electronic (CADD) format) and an assignment of warranties from the general contractor, all subcontractors and equipment manufacturers (e.g. HVAC, hot water); provided, however, such warranties shall not inure to the following terms benefit of Landlord until the expiration or earlier termination of the Lease Term or at such earlier time that Landlord shall be responsible for the repair of the warranted item, if applicable. The Premises shall at all times be a complete unit, except during the period of work, and conditions: Tenant shall perform all such work so as not to obstruct access to the Common Areas or the premises of or interfere with the quiet enjoyment of any other tenant in the Shopping Center. Tenant shall not open for business in the Premises until the Premises fully and strictly comply with the Approved Tenant Plans and all Applicable Laws, in the reasonable judgment of Landlord (a) prior “Finished Tenant Work”). Such prohibition on Tenant opening for business in the Premises shall not delay the occurrence of the Rent Commencement Date. In the event Tenant fails to commencing any such workcomplete the Finished Tenant Work on or before the Rent Commencement Date, Tenant shall submit be in Breach under this Lease; provided, however, that Tenant shall not be afforded any grace period to Owner cure such Breach as would otherwise be applied in accordance with Section 22.1 (c) hereof. During the Tenant's Plan; (b) in its performance of Tenant's Work, Tenant shall comply fully with applicable provisions be responsible for the removal from the Shopping Center on a daily basis of Article 3 all trash, construction debris and this Article 49; and (c) surplus construction materials, or at Landlord's option, the placement on a daily basis of such Tenant's Work shall not affect the public portions or systems of the Building or otherwise affect the structural integrity of the Building.
C. Following compliance by Tenant with its obligations under the foregoing sections of this Articletrash, debris and/or materials in Landlord designated receptacles. Tenant shall timely commence Tenant's Work give Landlord such notice as is required by Applicable Law, but in order to complete same within a reasonable period of time. Tenant's Work shall be diligently pursued and shall be performed in a good and workmanlike manner.
D. Tenant agrees that in the performance of Tenant's Work (i) that Tenant shall comply with any reasonable work schedule, rules and regulations proposed by Owner, its agents or employees, (ii) that the labor employed by Tenant shall be harmonious and compatible with the labor employed by Owner in the Building, it being agreed that if in Owner's judgment the labor is incompatible Tenant shall forthwith upon Owner's demand withdraw such labor from the demised premises, (iii) that Tenant shall procure and deliver to Owner workmen's compensation, public liability, property damage and such other insurance policies, in such amounts as shall be reasonably acceptable to Owner in connection with Tenant's Work, and shall upon Owner's request cause Owner to be named as an insured thereunder, (iv) that Tenant shall hold Owner harmless from and against any and all claims arising from or in connection with any act or omission of Tenant or its agents or employees, (v) that Tenant's Work shall be performed in accordance with the approved Tenant's Plan and in compliance with the laws, orders, rules and regulations of any governmental department or bureau having jurisdiction of the demised premises, and (vi) that Tenant shall promptly pay for Tenant's Work in full and shall not permit any lien to attach to the demised premises or the Building.
(i) Upon Owner's approval of Tenant's Plans (if required hereunder) and the selection by Tenant of all final bids in connection with Tenant's Work, Tenant shall submit to Owner the full estimated cost for such work certified by Tenant's architect. The determination of such full estimated cost shall be subject to Owner's approval, not to be unreasonably withheld.
(ii) Upon a final determination being made of the estimated cost of Tenant's Work, as provided in subsection (i) above, should such estimated cost of Tenant's Work exceed the aggregate sum of One Hundred Seventy-Five Thousand ($175,000) Dollars, Tenant shall, prior to Tenant's commencing any work, deliver to Owner, to secure the prompt and proper completion of Tenant's Work, a cash deposit or an irrevocable, unconditional, negotiable letter of credit, issued by and drawn on a bank or trust company in a form reasonably satisfactory to Owner, in an amount equal to the aggregate of (A) the aforesaid final cost estimate and (B) ten (10%) per cent of such sum. Such letter of credit shall be for one year and shall be renewed by Tenant each and every year until Tenant's Work is completed and shall be delivered to Owner event not less than 30 days fifteen (15) days’ notice, in writing prior to the expiration of the then current letter of credit. Failure to deliver such new letter of credit on or before said date shall be a material breach of this lease and Owner shall have the right, inter alia, to present the ----- ---- then current letter of credit for payment. Notwithstanding the foregoing, Tenant shall have the right from time to time (but not more frequently than once each 30 days) to reduce the face amount of said letter of credit, subject in each instance to the following provisions: Tenant may in each instance reduce the then face amount of the letter of credit by an amount equal to the sum of receipted invoices from contractor(s) delivered to Owner, which invoices shall be accompanied by lien waivers to the extent of such requested reduction, provided, however, that at no time shall the face amount of said letter of credit be less than a sum equalling 110% of the remaining sum certified from time to time by Tenant's architect to be necessary to complete such Tenant's Work.
(iii) Upon (A) the completion commencement of Tenant's ’s Work in accordance with the terms of this Article or Alterations and (B) the submission to Owner of proof evidencing the payment in full for Tenant's Work, the letter of credit (or the balance of the proceeds thereof, if Owner has drawn on said letter of credit) shall be returned to Tenant.
(iv) Upon the Tenant's failure to properly perform, complete and fully pay for Tenant's Work, as reasonably determined by Owner, Owner shall be entitled to draw down on the letter of credit to the extent it deems necessary in connection with Tenant's Work, the restoration and/or protection of the demised premises or the Building and the payment or satisfaction of any costs, damages or expenses in connection with the foregoing and/or Tenant's obligations under this Article.
(v) Upon a final determination being made of the estimated cost of Tenant's Work, as provided in subsection (i) above, should such estimated cost of Tenant's Work exceed the aggregate sum of One Hundred Seventy-Five Thousand ($175,000) Dollars, Tenant shall, prior to Tenant's commencing any work, also deliver to Owner, as further security for the prompt and proper completion of Tenant's Work, an absolute and unconditional guaranty of payment and performance executed by Xxxxxx Xxxxx, in form and substance reasonably satisfactory in all respects to Owner, which document shall guarantee (A) Tenant's performance of Tenant's Work free and clear of all liens, and (B) the payment by Tenant of all sums which may be owing under subparagraph (e) of Article 56 hereof. Upon (A) the completion of Tenant's Work in accordance with the terms of this Article and (B) the submission to Owner of proof evidencing the payment in full for Tenant's Work, the aforesaid guaranty shall be returned to Tenant. In the even that his Lease is assigned to a corporation or partnership in which Xxxxxx Xxxxx is not a director, stockholder, officer or partner, as the case may be, Owner agrees that the foregoing provisions of this subsection (v) shall not apply to Tenant's Work (other than the Initial Tenant's Work) to be performed by such assignee, it being agreed, however, that all other terms and conditions of this Article 49 shall apply fully to such Tenant's Work to be performed by such assignee, except that the dollar figure "$175,000" set forth in subsection E(ii) of this Article 49 shall be reduced to "$50,000." The parties hereto acknowledge and agree that the provisions of the immediately preceding sentence shall not apply in any respect to an assignee of Tenant pursuant to Section B(iii) of Article 47 hereof.
(i) Owner represents and warrants that under existing zoning rules and regulations the demised premises permit the use thereof for motion picture theatre(s), and that, subject to compliance with all other building codes, rules and regulations ("Regulations"), the preliminary plans heretofore submitted by Tenant to Owner entitled "Proposed Building-A Six Theatre Complex-Soho Theatre Center" (Drawings A-1 to and including A-5) prepared by Xxxxxxx Xxxxxxxxx P.C. and initialled by Tenant (collectively, the "Xxxxxxxxx Plans") will not violate existing zoning rules thereby (subject to compliance with Regulations) permitting use of the demised premises for motion picture theatre(s). In the event Tenant determines that the foregoing representation is not true in all material respects, then either party may elect to terminate this Lease, provided, however, such election is made in writing not later than thirty days after submission by Tenant of the Initial Plans (hereinafter defined) to the Buildings Department (hereinafter defined). Failure by either party to exercise its right to cancel as provided for in this subparagraph F(i) shall constitute a waiver of such party's right to terminate this Lease pursuant to this subparagraph F(i).
(ii) Owner hereby approves the Xxxxxxxxx Plans subject, however, to Tenant's compliance with the provisions of Article 3 hereof and this Article 49. Tenant agrees that Owner's approval of such initialled preliminary plans is without any representation or warranty whatsoever to Tenant with respect to the adequacy, legality, correctness or efficiency thereof or otherwise.
G. Tenant agrees that in connection with the Tenant's Work to be performed in order to prepare the demised premises for Tenant's occupancy ("Initial Tenant Work"), it shall, within ninety (90) days from the date of execution and delivery (free of escrow) hereof, submit to Owner all of Tenant's architectural drawings and such other plans or drawings as may be required to be submitted to the New York City Department of Buildings (the "Buildings Department") in order for Tenant to commence construction of the Initial Tenant Work (collectively, the "Initial Plans"). Within ten (10) days following its receipt of the proposed Initial Plans, Owner shall notify Tenant as to either its approval of such plans or such changes thereto as Owner determines are reasonably necessary; within ten (10) days following its receipt from Owner of any reasonable proposed changes, provided such changes do not (i) substantially increase the cost of the Initial Tenant Work, or (ii) reduce the proposed aggregate searing capacity of the motion picture theatre(s) described in the Initial Plans by more than fifty (50) seats, or (iii) reduce the number of proposed motion picture theatre(s) at the demised premises, Tenant shall cause its architect to make such changes to such plans and again submit same to Owner for its approval. Within five (5) days following Owner's notifying Tenant as to its approval of the Initial Plans, Tenant shall deliver the Initial Plans to the Buildings Department for the latter party's approval. The parties hereto agree that they shall each cooperate in connection with the prompt application to the Buildings Department for approval of the Initial Plans, it being agreed that same shall be done at Tenant's sole cost and expense. Should the Buildings Department thereafter require changes to the Initial Plans, provided such changes do not (i) substantially increase the cost of the Initial Tenant Work, or (ii) reduce the proposed aggregate seating capacity of the motion picture theatre(s) described in the Initial Plans by more than fifty (50) seats, or (iii) reduce the number of proposed motion picture theatre(s) at the demised premises to four (4) or fewer (provided that the Initial Plans shall have provided for at least five (5) such theaters), Tenant shall promptly cause its architect to make such changes and submit the revised Initial Plans to the Buidlings Department, subject to Owner's consent, which shall not be unreasonably withheld or delayed. Should the Buildings Department approve the Initial Plans as herein provided, Tenant shall perform the Initial Tenant Work in full accordance with the provisions of this lease, including without limitation, Article 3 and this Article 49. Notwithstanding anything herein contained, should the Buildings Department fail to approve the Initial Plans and accept the application for a public assembly permit within 60 days from the date that the Initial Plans are initially submitted, Tenant Landlord shall have the right to cancel this lease by notice delivered to Owner within 15 days thereafter, post notices of non-responsibility in which event this lease shall terminate or on the date which is 30 days following the delivery of such notice as if such termination date was the date originally set forth as the expiration date of this lease and Owner shall return all unapplied security deposits and prepaid rent, provided same have not been applied by Owner by reason of Tenants default hereunder. Notwithstanding the foregoing sentence, should the failure by Tenant to comply with the provisions of this Section (G) result in the failure by the buildings Department to approve the Initial Plans within the aforesaid 60-day period, Tenant shall not be entitled to terminate this lease as aforesaid.
H. Should TenantPremises, as part of the Initial Tenant Work, elect to install an elevator at the demised premises, which installation is approved provided by Owner in accordance with the provisions of this Article 49, Owner shall reimburse Tenant for the cost of such elevator installation in an amount equal Applicable Law. Tenant’s Work and any Alterations to the lesser of (i) fifty (50%) percent of the cost of such installationPremises, or (ii) fifty thousand ($50,000) Dollarsincluding, which reimbursement shall be delivered within fifteen (15) days following compliance by Tenant with each of the following terms and conditions:
(a) Tenant shall have supplied but not limited to Owner evidence reasonably satisfactory to Owner establishing (1) that the aforesaid elevator installation has been completedwalls, (2) the cost thereofwall covering, (3) that all sums due and owing to contractorsfloor covering, subcontractors and materialmen have been paid (it being acknowledged by Owner that original receipted invoices from such parties shall be deemed satisfactory evidence as to such payment)window covering, and (4) that Tenant otherwise complied with the provisions of Article 3 hereof and this Article 49 in connection with the performance and completion of such elevator installation; and
(b) Tenant shall not then be in default under the terms of this lease beyond the applicable grace period, if any.
I. All fixtures and equipment installed or used by Tenant in the Premises (except for moveable fixtures and equipment paneling and built-in movie theatre seats) cabinet work, but excepting only moveable furniture and trade fixtures, shall at once become a part of the realty and belong to Landlord and except as set forth in Section 9.5 shall be fully paid for by surrendered with the Premises. Tenant in cash and shall not cause or allow bars or security gates to be subject to conditional bills of saleinstalled outside the Premises, financing statement or other title retention agreementsand any such security items installed inside the Premises will be hidden from sight during business hours.
Appears in 1 contract
Samples: Shopping Center Lease
TENANT'S WORK AND ALTERATIONS. Supplementing the provisions of ----------------------------- Article 3 of this lease:
A. Tenant (a) Owner shall make no changes not unreasonably withhold its consent to any non-structural changes, alterations, installations, additions or alterations improvements (collectively, "Tenant's Work") provided such Tenant's Work is performed only by contractors or mechanics approved by Owner, which approval shall not be unreasonably withheld, and (i) in the reasonable opinion of Owner, the Tenant's Work will not materially adversely affect the proper functioning of the Building's mechanical, electrical, sanitary, plumbing, heating, air-conditioning, ventilating, utility or any other service systems, (ii) the Tenant's Work will not result in a violation of, or require a change in, any certificate of occupancy applicable to the demised premises or the Building, (iii) the outside appearance, usefulness or rentability of the Building or any nature without part thereof will not be affected in any way, and such Tenant's Work shall not, in the sole opinion of Owner, exercised in good faith, weaken or impair (temporarily or permanently) the structure of the demised premises or the Building either in the course of the making of such Tenant's Work or upon its completion, and (iv) no part of the Building outside of the demised premises will be physically affected. Notwithstanding anything to the contrary contained herein, Owner's prior written approval. consent shall not be required for purely decorative or cosmetic Tenant's Work.
(b) Prior to commencing any work Tenant's Work in the demised premises, Tenant shall submit to Owner for Owner's written approval complete drawings, plans and specifications (herein collectively referred to as collectively, "Tenant's Plan") for the improvements and ------------- installations to be made by Tenant (herein collectively referred to as "such Tenant's -------- Work"). Tenant's Plan shall be fully detailed and shall show complete ---- dimensions, shall not be in conflict with Owner's basic plans for the Building, shall not require any changes in the structure of the Building and shall not be in violation of any laws, orders, rules or regulations of any governmental department or bureau having jurisdiction of the demised premises. Notwithstanding the foregoing, with respect to any Tenant's Work which is purely decorative in nature and which does not require the filing of plans and specifications with any governmental authority, Tenant shall only be required to submit a schematic design or description in reasonably sufficient detail for Owner to determine the work to be performed.
(ic) Within twenty (20) days after After submission to Owner or of Tenant's Plan, Owner shall within fifteen (15) days thereafter either approve same or shall set forth in writing the particulars in which Owner does not approve same (in default of which Owner shall be deemed to have approved same) , in which latter later case Tenant shall, within ten fifteen (1015) business days after alter Owner's notification, return to Owner appropriate corrections thereto. Such corrections shall be subject to Owner's approval, such approval to be subject to the same standards set forth in Section 45(a) above. Tenant shall pay to Owner, promptly upon within 10 days after being billed and as Additional Chargesadditional rent, any reasonable out-of-pocket charges or expenses Owner may incur in reviewing Tenant's Plan, except that Tenant shall not be required to pay the charges or expenses incurred by Owner in reviewing Tenant's Plan for any Tenant's Work in preparing the demised premises for Tenant's initial occupancy thereof. Tenant agrees that any review or approval by Owner of Tenant's Plan Plans is solely for Owner's benefit, and without any representation or warranty whatsoever to Tenant with respect to the adequacy, legality, correctness or efficiency thereof or otherwise. Owner .
(d) Tenant further agrees that it shall not unreasonably withhold or delay its consent to if Tenant makes any changes in Tenant's Plan subsequent to its approval by Owner and if Owner consents to such changes (such consent to be subject to the same standards set forth in Section 45(a) above), Tenant shall pay to Owner all costs and expenses caused by such changes, which Owner may incur or sustain by reason of delays or changes necessitated in the performance by Owner of any revisions thereofconstruction or work it is performing in the Building; it being understood and agreed, however, that Owner shall have the right to refuse to consent to any such changes (in accordance with the standards set forth in Section 45(a) above). Any charges payable under this section shall be paid by Tenant from time to time within twenty (20) days after notice as additional rent, whether or not the lease term shall have commenced.
(iie) Notwithstanding If Tenant fails to correct Tenant's Plan in any particular as hereinabove required, Owner shall, after fifteen (15) days written notice, have the right to make such corrections on Tenant's behalf but the foregoing provisions of this Article 49, following completion by Tenant of the Initial Tenant Work (hereinafter defined), Owner's consent right shall not be required hereunder for preclude the exercise by Owner of any subsequent Tenant's Work, subject, however, to the following terms and conditions: (a) prior to commencing any other right or remedy which it may have in such work, Tenant shall submit to Owner the Tenant's Plan; (b) in its performance of Tenant's Work, Tenant shall comply fully with applicable provisions of Article 3 and this Article 49; and (c) such Tenant's Work shall not affect the public portions or systems of the Building or otherwise affect the structural integrity of the Buildingevent.
C. (f) Following compliance by Tenant with its obligations under the foregoing sections of this Article, Tenant Tenant, at its sole cost and expense, shall procure all required permits and authorizations of all municipal departments and governmental subdivisions having jurisdiction over the demised premises and shall thereafter timely commence Tenant's Work in order to complete same within a reasonable period of time. , Tenant's Work shall be diligently pursued and shall be performed in a good and workmanlike mannermanner at Tenant's sole cost and expense in accordance with Tenant's Plan as approved by Owner.
D. (g) Tenant agrees that in the performance of Tenant's Work (i) neither Tenant nor its agents or employees shall unreasonably interfere with the work being done by Owner and its agents and employees, (ii) that Tenant shall comply with any reasonable work schedule, rules and regulations proposed by Owner, its agents or employees, (iiiii) that the labor employed by Tenant shall be harmonious and compatible with the labor employed by Owner in the Building, it being agreed that if in Owner's reasonable judgment the labor is incompatible Tenant shall forthwith upon Owner's demand withdraw such labor from the demised premises, (iiiiv) that Tenant shall procure and deliver to Owner workmen's compensation, public liability, property damage and such other insurance policies, in such amounts as shall be reasonably acceptable to Owner in connection with Tenant's Work, and shall upon Owner's request cause Owner to be named as an additional insured thereunderthereunder (it being agreed that Owner shall not request public liability insurance to exceed $5 million hereunder), (ivv) that Tenant shall hold Owner harmless from and against any and all claims arising from or in connection with any act or omission of Tenant or its agents or employees, (vvi) that Tenant's Work shall be performed in accordance with the approved Tenant's Plan and in compliance with the laws, orders, rules and regulations of any governmental department or bureau having jurisdiction of the demised premises, and (vivii) that Tenant shall promptly pay for Tenant's Work in full and shall not permit any lien to attach to the demised premises or the Building.
(i) Upon Owner's approval of Tenant's Plans (if required hereunder) and the selection by Tenant of all final bids in connection with Tenant's Work, Tenant shall submit to Owner the full estimated cost for such work certified by Tenant's architect. The determination of such full estimated cost shall be subject to Owner's approval, not to be unreasonably withheld.
(ii) Upon remain a final determination being made of the estimated cost of Tenant's Work, as provided in subsection (i) above, should such estimated cost of Tenant's Work exceed the aggregate sum of One Hundred Seventy-Five Thousand ($175,000) Dollars, Tenant shall, prior to Tenant's commencing any work, deliver to Owner, to secure the prompt and proper completion of Tenant's Work, a cash deposit or an irrevocable, unconditional, negotiable letter of credit, issued by and drawn lien on a bank or trust company in a form reasonably satisfactory to Owner, in an amount equal to the aggregate of (A) the aforesaid final cost estimate and (B) ten (10%) per cent of such sum. Such letter of credit shall be for one year and shall be renewed by Tenant each and every year until Tenant's Work is completed and shall be delivered to Owner not less than 30 days prior to the expiration of the then current letter of credit. Failure to deliver such new letter of credit on or before said date shall be a material breach of this lease and Owner shall have the right, inter alia, to present the ----- ---- then current letter of credit for payment. Notwithstanding the foregoing, Tenant shall have the right from time to time (but not more frequently than once each 30 days) to reduce the face amount of said letter of credit, subject in each instance to the following provisions: Tenant may in each instance reduce the then face amount of the letter of credit by an amount equal to the sum of receipted invoices from contractor(s) delivered to Owner, which invoices shall be accompanied by lien waivers to the extent of such requested reduction, provided, however, that at no time shall the face amount of said letter of credit be less than a sum equalling 110% of the remaining sum certified from time to time by Tenant's architect to be necessary to complete such Tenant's Work.
(iii) Upon (A) the completion of Tenant's Work in accordance with the terms of this Article and (B) the submission to Owner of proof evidencing the payment in full for Tenant's Work, the letter of credit (or the balance of the proceeds thereof, if Owner has drawn on said letter of credit) shall be returned to Tenant.
(iv) Upon the Tenant's failure to properly perform, complete and fully pay for Tenant's Work, as reasonably determined by Owner, Owner shall be entitled to draw down on the letter of credit to the extent it deems necessary in connection with Tenant's Work, the restoration and/or protection of the demised premises or the Building and the payment or satisfaction after receiving Notice of any costs, damages or expenses in connection with the foregoing and/or Tenant's obligations under this Articlesame.
(v) Upon a final determination being made of the estimated cost of Tenant's Work, as provided in subsection (i) above, should such estimated cost of Tenant's Work exceed the aggregate sum of One Hundred Seventy-Five Thousand ($175,000) Dollars, Tenant shall, prior to Tenant's commencing any work, also deliver to Owner, as further security for the prompt and proper completion of Tenant's Work, an absolute and unconditional guaranty of payment and performance executed by Xxxxxx Xxxxx, in form and substance reasonably satisfactory in all respects to Owner, which document shall guarantee (A) Tenant's performance of Tenant's Work free and clear of all liens, and (B) the payment by Tenant of all sums which may be owing under subparagraph (e) of Article 56 hereof. Upon (A) the completion of Tenant's Work in accordance with the terms of this Article and (B) the submission to Owner of proof evidencing the payment in full for Tenant's Work, the aforesaid guaranty shall be returned to Tenant. In the even that his Lease is assigned to a corporation or partnership in which Xxxxxx Xxxxx is not a director, stockholder, officer or partner, as the case may be, Owner agrees that the foregoing provisions of this subsection (v) shall not apply to Tenant's Work (other than the Initial Tenant's Work) to be performed by such assignee, it being agreed, however, that all other terms and conditions of this Article 49 shall apply fully to such Tenant's Work to be performed by such assignee, except that the dollar figure "$175,000" set forth in subsection E(ii) of this Article 49 shall be reduced to "$50,000." The parties hereto acknowledge and agree that the provisions of the immediately preceding sentence shall not apply in any respect to an assignee of Tenant pursuant to Section B(iii) of Article 47 hereof.
(i) Owner represents and warrants that under existing zoning rules and regulations the demised premises permit the use thereof for motion picture theatre(s), and that, subject to compliance with all other building codes, rules and regulations ("Regulations"), the preliminary plans heretofore submitted by Tenant to Owner entitled "Proposed Building-A Six Theatre Complex-Soho Theatre Center" (Drawings A-1 to and including A-5) prepared by Xxxxxxx Xxxxxxxxx P.C. and initialled by Tenant (collectively, the "Xxxxxxxxx Plans") will not violate existing zoning rules thereby (subject to compliance with Regulations) permitting use of the demised premises for motion picture theatre(s). In the event Tenant determines that the foregoing representation is not true in all material respects, then either party may elect to terminate this Lease, provided, however, such election is made in writing not later than thirty days after submission by Tenant of the Initial Plans (hereinafter defined) to the Buildings Department (hereinafter defined). Failure by either party to exercise its right to cancel as provided for in this subparagraph F(i) shall constitute a waiver of such party's right to terminate this Lease pursuant to this subparagraph F(i).
(ii) Owner hereby approves the Xxxxxxxxx Plans subject, however, to Tenant's compliance with the provisions of Article 3 hereof and this Article 49. Tenant agrees that Owner's approval of such initialled preliminary plans is without any representation or warranty whatsoever to Tenant with respect to the adequacy, legality, correctness or efficiency thereof or otherwise.
G. Tenant agrees that in connection with the Tenant's Work to be performed in order to prepare the demised premises for Tenant's occupancy ("Initial Tenant Work"), it shall, within ninety (90) days from the date of execution and delivery (free of escrow) hereof, submit to Owner all of Tenant's architectural drawings and such other plans or drawings as may be required to be submitted to the New York City Department of Buildings (the "Buildings Department") in order for Tenant to commence construction of the Initial Tenant Work (collectively, the "Initial Plans"). Within ten (10) days following its receipt of the proposed Initial Plans, Owner shall notify Tenant as to either its approval of such plans or such changes thereto as Owner determines are reasonably necessary; within ten (10) days following its receipt from Owner of any reasonable proposed changes, provided such changes do not (i) substantially increase the cost of the Initial Tenant Work, or (ii) reduce the proposed aggregate searing capacity of the motion picture theatre(s) described in the Initial Plans by more than fifty (50) seats, or (iii) reduce the number of proposed motion picture theatre(s) at the demised premises, Tenant shall cause its architect to make such changes to such plans and again submit same to Owner for its approval. Within five (5) days following Owner's notifying Tenant as to its approval of the Initial Plans, Tenant shall deliver the Initial Plans to the Buildings Department for the latter party's approval. The parties hereto agree that they shall each cooperate in connection with the prompt application to the Buildings Department for approval of the Initial Plans, it being agreed that same shall be done at Tenant's sole cost and expense. Should the Buildings Department thereafter require changes to the Initial Plans, provided such changes do not (i) substantially increase the cost of the Initial Tenant Work, or (ii) reduce the proposed aggregate seating capacity of the motion picture theatre(s) described in the Initial Plans by more than fifty (50) seats, or (iii) reduce the number of proposed motion picture theatre(s) at the demised premises to four (4) or fewer (provided that the Initial Plans shall have provided for at least five (5) such theaters), Tenant shall promptly cause its architect to make such changes and submit the revised Initial Plans to the Buidlings Department, subject to Owner's consent, which shall not be unreasonably withheld or delayed. Should the Buildings Department approve the Initial Plans as herein provided, Tenant shall perform the Initial Tenant Work in full accordance with the provisions of this lease, including without limitation, Article 3 and this Article 49. Notwithstanding anything herein contained, should the Buildings Department fail to approve the Initial Plans and accept the application for a public assembly permit within 60 days from the date that the Initial Plans are initially submitted, Tenant shall have the right to cancel this lease by notice delivered to Owner within 15 days thereafter, in which event this lease shall terminate on the date which is 30 days following the delivery of such notice as if such termination date was the date originally set forth as the expiration date of this lease and Owner shall return all unapplied security deposits and prepaid rent, provided same have not been applied by Owner by reason of Tenants default hereunder. Notwithstanding the foregoing sentence, should the failure by Tenant to comply with the provisions of this Section (G) result in the failure by the buildings Department to approve the Initial Plans within the aforesaid 60-day period, Tenant shall not be entitled to terminate this lease as aforesaid.
H. Should Tenant, as part of the Initial Tenant Work, elect to install an elevator at the demised premises, which installation is approved by Owner in accordance with the provisions of this Article 49, Owner shall reimburse Tenant for the cost of such elevator installation in an amount equal to the lesser of (i) fifty (50%) percent of the cost of such installation, or (ii) fifty thousand ($50,000) Dollars, which reimbursement shall be delivered within fifteen (15) days following compliance by Tenant with each of the following terms and conditions:
(a) Tenant shall have supplied to Owner evidence reasonably satisfactory to Owner establishing (1) that the aforesaid elevator installation has been completed, (2) the cost thereof, (3) that all sums due and owing to contractors, subcontractors and materialmen have been paid (it being acknowledged by Owner that original receipted invoices from such parties shall be deemed satisfactory evidence as to such payment), and (4) that Tenant otherwise complied with the provisions of Article 3 hereof and this Article 49 in connection with the performance and completion of such elevator installation; and
(b) Tenant shall not then be in default under the terms of this lease beyond the applicable grace period, if any.
I. All fixtures and equipment installed or used by Tenant in the Premises (except for moveable fixtures and equipment and built-in movie theatre seats) shall be fully paid for by Tenant in cash and shall not be subject to conditional bills of sale, financing statement or other title retention agreements.
Appears in 1 contract
Samples: Office Lease (Media Metrix Inc)
TENANT'S WORK AND ALTERATIONS. Supplementing the provisions of ----------------------------- Article 3 of this lease:
A. Tenant (a) Owner shall make no changes not unreasonably withhold its consent to any non-structural changes, alterations, installations, additions or alterations improvements (collectively, "Tenant's Work"), provided such Tenant's Work is performed only by contractors or mechanics mutually approved by Owner and Tenant, and such Tenant's Work, in the sole opinion of Owner, shall not (i) adversely affect the proper functioning of the Building's mechanical, electrical, sanitary, plumbing, heating, air-conditioning, ventilating, utility or any other service systems, (ii) result in a violation of, or require a change in, any certificate of occupancy applicable to the demised premises Demised Premises or the Building, (iii) affect in any way the outside appearance, usefulness or rentability of the Building or any nature without part thereof, (iv) weaken or impair (temporarily or permanently) the structure of the Demised Premises or the Building either in the course of the making of such Tenant's Work or upon its completion (v) physically affect any part of the Building outside of the Demised Premises or (vi) use any materials or finishes for items described on the Building Standard Finish Schedule set forth in Exhibit D annexed hereto other than the Building standard materials and finishes set forth on Exhibit D. Notwithstanding anything to the contrary contained in this Article 44 and subject to the provisions of Article 44(b) below, Owner's prior written approval. consent shall not be required with respect to any Tenant's Work in the Demised Premises which, by itself or in the aggregate with any other Tenant's Work that constitutes a single project, does not exceed $25,000 and consists of purely decorative painting, wall covering, carpeting and finish work and which does not require the preparation and filing of plans to obtain a building permit and which otherwise complies with the requirements for Building standard materials and finishes set forth on Exhibit D ("Decorative Work").
(b) Prior to commencing any work Tenant's Work in the demised premisesDemised Premises (other than with respect to Decorative Work), Tenant shall submit to Owner for Owner's written approval one set of sepia transparencies and eight prints of complete and coordinated final drawings, plans and specifications (herein collectively referred to as collectively, "Tenant's Plan") for the improvements and ------------- installations to be made by Tenant (herein collectively referred to as "such Tenant's -------- Work"). In the case of such purely decorative work, Tenant shall nevertheless submit to Owner a schematic design and written description of the work. Tenant's Plan shall be fully detailed and shall show complete ---- dimensions, shall not be in conflict with Owner's basic plans for the Building, shall not require any changes in the structure of the Building and shall not be in violation of any laws, orders, rules or regulations of any governmental department or bureau having jurisdiction of the demised premisesDemised Premises.
(ic) Within twenty (20) days after After submission to Owner or of Tenant's Plan, Owner shall, within fifteen (15) business days of Owner's receipt thereof, either (i) approve the same, which approval shall either approve same not be unreasonably withheld or shall (ii) set forth in writing the particulars in which Owner does not approve same, in which latter case Tenant shall, within ten (10) days after Owner's notification, shall return to Owner appropriate corrections thereto. Such corrections shall be subject to Owner's approval, to be granted or withheld in accordance with the foregoing terms of Section 44(a) above. Tenant shall pay to Owner, promptly upon being billed and as Additional Charges, any reasonable out-of-pocket charges or expenses Owner may incur in reviewing Tenant's Plan. Tenant agrees that any review or approval by Owner of Tenant's Plan is solely for Owner's benefit, and without any representation or warranty whatsoever to Tenant with respect to the adequacy, legality, correctness or efficiency thereof or otherwise. Owner agrees that it shall not unreasonably withhold or delay its consent to .
(d) If Tenant makes any changes in Tenant's Plan subsequent to its approval by Owner and if Owner consents to such changes, Tenant shall pay to Owner all reasonable costs and expenses caused by such changes, which Owner may incur or sustain by reason of delays or changes necessitated in the performance by Owner of any revisions thereofconstruction or work it is performing in the Building; it being understood and agreed, however, that Owner shall have the right to consent to any such changes, which consent shall be granted or withheld within ten (10) business days after Owner's receipt of such changed Tenant's Plans on the basis of the same criteria set forth in Section 44(a) above. Any charges payable under this Section shall be paid as Additional Charges by Tenant from time to time within thirty (30) days of Owner's demand therefor, whether or not the lease term shall have commenced.
(iie) Notwithstanding the foregoing provisions of this Article 49, following completion by Tenant of the Initial Tenant Work (hereinafter defined), Owner's consent shall not be required hereunder for any subsequent Tenant's Work, subject, however, to the following terms and conditions: (a) prior to commencing any such work, Tenant shall submit to Owner the Tenant's Plan; (b) in its performance of Tenant's Work, Tenant shall comply fully with applicable provisions of Article 3 and this Article 49; and (c) such Tenant's Work shall not affect the public portions or systems of the Building or otherwise affect the structural integrity of the Building.
C. Following compliance by Tenant with its obligations under the foregoing sections Sections of this Article, Tenant shall timely commence Tenant's Work in order to complete same within a reasonable period of time. Tenant's Work shall be diligently pursued and shall be performed in a good and workmanlike mannermanner at Tenant's sole cost and expense.
D. (f) Tenant agrees that in the performance of Tenant's Work (i) that neither Tenant nor its agents or employees shall interfere with the work being done by Owner and its agents and employees, (ii) Tenant shall comply with any reasonable work schedule, rules and regulations proposed by Owner, its agents or employees, (iiiii) that the labor employed by Tenant shall be harmonious and compatible with the labor employed by Owner in the Building, it being agreed that if in Owner's judgment the labor is incompatible Tenant shall forthwith upon Owner's demand withdraw such labor from the demised premisesDemised Premises, (iiiiv) that Tenant shall procure and deliver to Owner workmenworker's compensation, public liability, property damage and such other insurance policies, in such amounts as shall be reasonably acceptable to Owner in connection with Tenant's Work, and shall upon Owner's request cause Owner to be named as an additional insured thereunder, (ivv) that Tenant shall hold Owner harmless from and against any and all claims arising from or in connection with any act or omission of Tenant or its agents or employees, (vvi) that Tenant's Work shall be performed in accordance with the approved Tenant's Plan and in compliance with the laws, orders, rules and regulations of any governmental department or bureau having jurisdiction of the demised premisesDemised Premises, and (vivii) that Tenant shall promptly pay for Tenant's Work in full and shall not permit any lien to attach to the demised premises Demised Premises or the BuildingBuilding and (viii) Tenant shall comply, and shall cause Tenant's contractors, consultants, agents and employees to comply, with the alteration rules and regulations attached hereto as Exhibit D and made a part hereof.
(g) The following provisions shall apply with respect to the performance of any Tenant's Work:
(i) Upon Owner's approval of Tenant's Plans (if required hereunder) and the selection by Tenant of all final bids in connection with Tenant's WorkPlans, Tenant shall submit to Owner the full estimated cost for such work estimates certified by Tenant's architectarchitect for such work. Owner shall review such estimates in order to determine if they accurately reflect the cost of Tenant's Work. The determination of such full Owner shall control and be binding on the parties unless there is more than a 15% variance in the costs, as estimated cost by Owner and Tenant's architect. If there is more than said 15% variance Owner shall appoint an architect and Owner's architect and Tenant's architect shall promptly proceed to settle the dispute as arbitrators (and if they are not able to settle the dispute, shall appoint a third architect, in which case the three architects shall proceed to settle the dispute as arbitrators) and the determination of said architects shall be subject to Ownerconclusive. If a third architect is appointed as aforesaid, the third architect's approval, not to fees shall be unreasonably withheldpaid by Tenant.
(ii) Upon a final determination being made of the estimated cost of Tenant's Work, as provided in subsection (i) above, should such estimated cost of Tenant's Work exceed the aggregate sum of One Hundred Seventy-Five Thousand above ($175,000) Dollars, Tenant shall, and prior to Tenant's commencing any work, ) Tenant shall deliver to Owner, to secure the prompt and proper completion of Tenant's Work, a cash deposit or an irrevocable, unconditional, negotiable letter of credit, issued by and drawn on a bank or trust company in a form reasonably satisfactory to Owner, in an amount equal to the aggregate of (A) the aforesaid final cost estimate and (B) ten (10%) per cent of such sum. Such letter of credit shall be for one year and shall be renewed by Tenant each and every year until Tenant's Work is completed and shall be delivered to Owner not less than 30 days prior to the expiration of the then current letter of credit. Failure to deliver such new letter of credit on or before said date shall be a material breach of this lease and Owner shall have the right, inter alia, to present the ----- ---- then current letter of credit for payment. Notwithstanding payment and to hold the foregoing, proceeds thereof as security for the performance and observance by Tenant shall have the right from time to time (but not more frequently than once each 30 days) to reduce the face amount of said letter of credit, subject in each instance to the following provisions: Tenant may in each instance reduce the then face amount of the letter terms, provisions and conditions of credit by an amount equal to the sum of receipted invoices from contractor(s) delivered to Owner, which invoices shall be accompanied by lien waivers to the extent of such requested reduction, provided, however, that at no time shall the face amount of said letter of credit be less than a sum equalling 110% of the remaining sum certified from time to time by Tenant's architect to be necessary to complete such Tenant's Workthis lease.
(iii) Upon Provided that Tenant shall not be in default in any of its obligations under this lease, upon (A) the completion of Tenant's Work in accordance with the terms of this Article and (B) the submission to Owner of proof evidencing the payment in full for Tenant's Work, the letter of credit (or the balance of the proceeds thereof, if Owner has drawn on said letter of credit) shall be returned to Tenant.
(iv) Upon the Tenant's failure to properly perform, complete and fully pay for Tenant's Work, as reasonably determined by Owner, Owner shall be entitled to draw down on the letter of credit to the extent it deems necessary in connection and to apply the proceeds thereof with respect to Tenant's Work, the restoration and/or protection of the demised premises Demised Premises or the Building and the payment or satisfaction of any costs, damages or expenses in connection with the foregoing and/or Tenant's obligations under this Article.
(v) Upon a final determination being made . Any unapplied proceeds of the estimated cost letter of Tenant's Workcredit shall be held by Owner for the purposes set forth in this Section 44(g), as provided in subsection (i) above, should and any such estimated cost of unapplied proceeds held by Owner at the time that any Tenant's Work exceed for which the aggregate sum letter of One Hundred Seventy-Five Thousand ($175,000) Dollars, Tenant shall, prior to Tenant's commencing any work, also deliver to Owner, as further security for the prompt and proper completion of Tenant's Work, an absolute and unconditional guaranty of payment and performance executed by Xxxxxx Xxxxx, in form and substance reasonably satisfactory in all respects to Owner, which document shall guarantee (A) Tenant's performance of Tenant's Work free and clear of all liens, and (B) the payment by Tenant of all sums which may be owing under subparagraph (e) of Article 56 hereof. Upon (A) the completion of Tenant's Work in accordance with the terms of this Article and (B) the submission to Owner of proof evidencing the payment in full for Tenant's Work, the aforesaid guaranty shall be returned to Tenant. In the even that his Lease is assigned to a corporation or partnership in which Xxxxxx Xxxxx is not a director, stockholder, officer or partner, as the case may be, Owner agrees that the foregoing provisions of this subsection (v) shall not apply to Tenant's Work (other than the Initial Tenant's Work) to be performed by such assignee, it being agreed, however, that all other terms and conditions of this Article 49 shall apply fully to such Tenant's Work to be performed by such assignee, except that the dollar figure "$175,000" set forth in subsection E(ii) of this Article 49 shall be reduced to "$50,000." The parties hereto acknowledge and agree that the provisions of the immediately preceding sentence shall not apply in any respect to an assignee of Tenant pursuant to Section B(iii) of Article 47 hereof.
(i) Owner represents and warrants that under existing zoning rules and regulations the demised premises permit the use thereof for motion picture theatre(s), and that, subject to compliance with all other building codes, rules and regulations ("Regulations"), the preliminary plans heretofore submitted by Tenant to Owner entitled "Proposed Building-A Six Theatre Complex-Soho Theatre Center" (Drawings A-1 to and including A-5) prepared by Xxxxxxx Xxxxxxxxx P.C. and initialled by Tenant (collectively, the "Xxxxxxxxx Plans") will not violate existing zoning rules thereby (subject to compliance with Regulations) permitting use of the demised premises for motion picture theatre(s). In the event Tenant determines that the foregoing representation is not true in all material respects, then either party may elect to terminate this Lease, provided, however, such election is made in writing not later than thirty days after submission by Tenant of the Initial Plans (hereinafter defined) to the Buildings Department (hereinafter defined). Failure by either party to exercise its right to cancel as provided for in this subparagraph F(i) shall constitute a waiver of such party's right to terminate this Lease pursuant to this subparagraph F(i).
(ii) Owner hereby approves the Xxxxxxxxx Plans subject, however, to Tenant's compliance with the provisions of Article 3 hereof and this Article 49. Tenant agrees that Owner's approval of such initialled preliminary plans is without any representation or warranty whatsoever to Tenant with respect to the adequacy, legality, correctness or efficiency thereof or otherwise.
G. Tenant agrees that in connection with the Tenant's Work to be performed in order to prepare the demised premises for Tenant's occupancy ("Initial Tenant Work"), it shall, within ninety (90) days from the date of execution and delivery (free of escrow) hereof, submit to Owner all of Tenant's architectural drawings and such other plans or drawings as may be required to be submitted to the New York City Department of Buildings (the "Buildings Department") in order for Tenant to commence construction of the Initial Tenant Work (collectively, the "Initial Plans"). Within ten (10) days following its receipt of the proposed Initial Plans, Owner shall notify Tenant as to either its approval of such plans or such changes thereto as Owner determines are reasonably necessary; within ten (10) days following its receipt from Owner of any reasonable proposed changes, provided such changes do not (i) substantially increase the cost of the Initial Tenant Work, or (ii) reduce the proposed aggregate searing capacity of the motion picture theatre(s) described in the Initial Plans by more than fifty (50) seats, or (iii) reduce the number of proposed motion picture theatre(s) at the demised premises, Tenant shall cause its architect to make such changes to such plans and again submit same to Owner for its approval. Within five (5) days following Owner's notifying Tenant as to its approval of the Initial Plans, Tenant shall deliver the Initial Plans to the Buildings Department for the latter party's approval. The parties hereto agree that they shall each cooperate in connection with the prompt application to the Buildings Department for approval of the Initial Plans, it being agreed that same shall be done at Tenant's sole cost and expense. Should the Buildings Department thereafter require changes to the Initial Plans, provided such changes do not (i) substantially increase the cost of the Initial Tenant Work, or (ii) reduce the proposed aggregate seating capacity of the motion picture theatre(s) described in the Initial Plans by more than fifty (50) seats, or (iii) reduce the number of proposed motion picture theatre(s) at the demised premises to four (4) or fewer (provided that the Initial Plans shall have provided for at least five (5) such theaters), Tenant shall promptly cause its architect to make such changes and submit the revised Initial Plans to the Buidlings Department, subject to Owner's consent, which shall not be unreasonably withheld or delayed. Should the Buildings Department approve the Initial Plans as herein provided, Tenant shall perform the Initial Tenant Work in full accordance with the provisions of this lease, including without limitation, Article 3 and this Article 49. Notwithstanding anything herein contained, should the Buildings Department fail to approve the Initial Plans and accept the application for a public assembly permit within 60 days from the date that the Initial Plans are initially submitted, Tenant shall have the right to cancel this lease by notice delivered to Owner within 15 days thereafter, in which event this lease shall terminate on the date which is 30 days following the delivery of such notice as if such termination date credit was the date originally set forth as the expiration date of this lease and Owner shall return all unapplied security deposits and prepaid rent, provided same have not posted has been applied by Owner by reason of Tenants default hereunder. Notwithstanding the foregoing sentence, should the failure by Tenant to comply with the provisions of this Section (G) result in the failure by the buildings Department to approve the Initial Plans within the aforesaid 60-day period, Tenant shall not be entitled to terminate this lease as aforesaid.
H. Should Tenant, as part of the Initial Tenant Work, elect to install an elevator at the demised premises, which installation is approved by Owner completed in accordance with the provisions of this Article 49, Owner shall reimburse Tenant for the cost of such elevator installation in an amount equal to the lesser of (iSection 44(g) fifty (50%) percent of the cost of such installation, or (ii) fifty thousand ($50,000) Dollars, which reimbursement shall be delivered within fifteen (15) days following compliance by Tenant with each of the following terms and conditions:
(a) Tenant shall have supplied returned to Owner evidence reasonably satisfactory to Owner establishing (1) Tenant, provided that the aforesaid elevator installation has been completed, (2) the cost thereof, (3) that all sums due and owing to contractors, subcontractors and materialmen have been paid (it being acknowledged by Owner that original receipted invoices from such parties shall be deemed satisfactory evidence as to such payment), and (4) that Tenant otherwise complied with the provisions of Article 3 hereof and this Article 49 in connection with the performance and completion of such elevator installation; and
(b) Tenant shall not then be in default under the terms any provision of this lease beyond the applicable grace period, if anylease.
I. (h) All fixtures and equipment installed or used by Tenant in the Demised Premises (except for moveable fixtures and equipment and built-in movie theatre seats) shall be fully paid for by Tenant in cash and shall not be subject to conditional bills of sale, financing statement chattel mortgage or other title retention agreements.
(i) Tenant, at the time Tenant submits to Owner Tenant's Plan for any Tenant's Work, may request in writing that Owner specifically identify any improvement shown on Tenant's Plan which is a non-customary improvement for a normal office installation and which Owner requires that Tenant remove at the end of the term of this lease (and restore the Demised Premises to its condition existing prior to the making of such improvement). If Tenant shall make such request in writing and such request shall specify that the failure of Owner to indicate any such improvement shall be deemed a waiver of Owner's right to require Tenant to remove same, then, any improvement which Owner fails to designate in Owner's approval of such Tenant's Plan as an improvement which Tenant shall be required to remove shall not be required to be removed by Tenant at the end of the term of this lease, and such failure shall constitute a waiver of Owner's right to obligate Tenant to remove such improvement at the end of the term of this lease. Tenant shall in all events be required to remove and restore internal stair cases and floor cuts.
Appears in 1 contract
