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For more information visit our privacy policy.Emergency Escalation Escalation is strictly for purposes of notifying and investigating possible or potential issues in relation to monitored services. The initiation of any escalation and the subsequent cooperative investigations do not in themselves imply that a monitored service has failed its performance requirements. Escalations shall be carried out between ICANN and Registry Operators, Registrars and Registry Operator, and Registrars and ICANN. Registry Operators and ICANN must provide said emergency operations departments. Current contacts must be maintained between ICANN and Registry Operators and published to Registrars, where relevant to their role in escalations, prior to any processing of an Emergency Escalation by all related parties, and kept current at all times.
Emergency Maintenance LightEdge reserves the right to perform emergency Service maintenance as needed outside the Scheduled Maintenance window, in which case LightEdge will make a reasonable effort to notify the Customer if feasible under the circumstances. Any such maintenance will be considered an “Emergency Maintenance”. All Service SLAs will apply during Emergency Maintenance.
Increased Costs Capital Adequacy (a) If, due to either (i) the introduction of or any change following the date hereof (including, without limitation, any change by way of imposition or increase of reserve requirements) in or in the interpretation, administration or application arising following the date hereof of any Applicable Law, in each case whether foreign or domestic or (ii) the compliance with any guideline or request following the date hereof from any central bank or other Official Body (whether or not having the force of law), (A) there shall be any increase in the cost to the Agent, any Lender Agent, any Lender, successor or assign thereof (each of which shall be an “Affected Person”) of agreeing to make or making, funding or maintaining any Loan (or any reduction of the amount of any payment (whether of principal, interest, fee, compensation or otherwise) to any Affected Person hereunder), as the case may be, (B) there shall be any reduction in the amount of any sum received or receivable by an Affected Person under this Agreement or under any other Transaction Document, or (C) any Recipient is subject to any Taxes (other than (1) Indemnified Taxes and (2) Excluded Taxes) on its loans, loan principal, letters of credit, commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto, then, in each case, the Borrower shall, from time to time, after written demand by the Agent (which demand shall be accompanied by a statement setting forth in reasonable detail the basis for such demand), on behalf of such Affected Person, pay to the Agent, on behalf of such Affected Person, additional amounts sufficient to compensate such Affected Person for such increased costs or reduced payments within thirty (30) days after such demand; provided, that the amounts payable under this Section 5.1 shall be without duplication of amounts payable under Section 4.3. (b) If either (i) the introduction of or any change following the date hereof in or in the interpretation, administration or application arising following the date hereof of any law, guideline, rule or regulation, directive or request or (ii) the compliance by any Affected Person with any law, guideline, rule, regulation, directive or request following the date hereof, from any central bank, any Official Body or agency, including, without limitation, compliance by an Affected Person with any request or directive regarding capital adequacy or liquidity coverage, has or would have the effect of reducing the rate of return on the capital of any Affected Person, as a consequence of its obligations hereunder or any related document or arising in connection herewith or therewith to a level below that which any such Affected Person could have achieved but for such introduction, change or compliance (taking into consideration the policies of such Affected Person with respect to capital adequacy and liquidity coverage), by an amount deemed by such Affected Person to be material, then, from time to time, after demand by such Affected Person (which demand shall be accompanied by a statement setting forth in reasonable detail the basis for such demand), the Borrower shall pay the Agent on behalf of such Affected Person such additional amounts as will compensate such Affected Person for such reduction. (c) If an Affected Person shall at any time (without regard to whether any Basel III Regulations or Xxxx-Xxxxx Regulations are then in effect) suffer or incur (i) any explicit or implicit charge, assessment, cost or expense by reason of the amount or type of assets, capital or supply of funding such Affected Person or any of its Affiliates is required or expected to maintain in connection with the transactions contemplated herein, without regard to (A) whether such charge, assessment, cost or expense is imposed or recognized internally, externally or inter-company or (B) whether it is determined in reference to a reduction in the rate of return on such Affected Person’s or Affiliate’s assets or capital, an inherent cost of the establishment or maintenance of a reserve of stable funding, a reduction in the amount of any sum received or receivable by such Affected Person or its Affiliates or otherwise or (ii) any other imputed cost or expense arising by reason of the actual or anticipated compliance by such Affected Person or any of its Affiliates with the Basel III Regulations or Xxxx-Xxxxx Regulations, then, upon demand by or on behalf of such Affected Person through the Agent, the Borrower shall pay to the Agent, for the benefit of such Affected Person, such amount as will, in the determination of such Affected Person, compensate such Affected Person therefor. A certificate of the applicable Affected Person setting forth the amount or amounts necessary to compensate the Affected Person under this Section 5.1(c) shall be delivered to the Borrower and shall be conclusive absent manifest error. Notwithstanding anything to the contrary contained herein, all requests, rules, guidelines, requirements and directives promulgated in connection with the Retention Requirements shall, in each case, be deemed to be a change or adoption of any law, rule or regulation for purposes of this Section 5.1(c), regardless of the date enacted, adopted, issued or implemented; provided, however, that the Borrower shall not be responsible for any increased costs relating to the Retention Requirements so long as the Retention Holder is in compliance with the requirements set forth in the Retention Letter. (d) In determining any amount provided for in this Section 5.1, the Affected Person may use any reasonable averaging and attribution methods. The Agent, on behalf of any Affected Person making a claim under this Section 5.1, shall submit to the Borrower a certificate setting forth in reasonable detail the basis for and the computations of such additional or increased costs, which certificate shall be conclusive absent manifest error. (e) With respect to any claim for compensation under this Section 5.1 the Borrower shall not be required to compensate such Affected Person for any amount incurred more than 180 days prior to the date that such Affected Person notifies the Borrower of the event that gives rise to such claim. (f) An Affected Person shall not be entitled to any compensation pursuant to this Section 5.1 to the extent such Affected Person is not imposing such charges or compensation on other borrowers similarly situated to the Borrower hereunder under comparable credit facilities (it being understood that the amount of such additional or increased cost between similarly situated borrowers may be different after consideration of facility pricing, structure, usage patterns, capital treatment and banking relationship).
MAINTENANCE, REPAIR, AND RULES Tenant will, at Tenant’s sole expense, keep and maintain the Property in a good, clean and sanitary condition and repair during the term of this Agreement and any renewal thereof. Tenant shall be responsible to make all repairs to the Property, fixtures, appliances, and equipment therein that may have been damaged by Tenant’s misuse, waste or neglect, or that of the Tenant’s family or visitors. Tenant agrees that no painting will be done on or about the Property without the prior written consent of Landlord. Tenant shall promptly notify Landlord of any damage, defect or destruction of the Property or in the event of the failure of any of the appliances or equipment. The Landlord will use their best efforts to repair or replace any such damaged or defective areas, appliances or equipment.
Operating and Maintenance Expenses Subject to the provisions herein addressing the use of facilities by others, and except for operations and maintenance expenses associated with modifications made for providing interconnection or transmission service to a third party and such third party pays for such expenses, Developer shall be responsible for all reasonable expenses including overheads, associated with: (1) owning, operating, maintaining, repairing, and replacing Developer’s Attachment Facilities; and (2) operation, maintenance, repair and replacement of Connecting Transmission Owner’s Attachment Facilities. The Connecting Transmission Owner shall be entitled to the recovery of incremental operating and maintenance expenses that it incurs associated with System Upgrade Facilities and System Deliverability Upgrades if and to the extent provided for under Attachment S to the ISO OATT.
Increased Costs Taxes Capital Adequacy Statement of Lenders; Obligation of Lenders and Issuing Lenders to Mitigate
Routine Maintenance (i) CRC shall be responsible for Routine Maintenance when necessary or desirable to maintain the Shared Assets in a safe operating condition, and to permit and facilitate (A) the performance by CRC of its obligations pursuant to this Agreement, and (B) the use of Shared Assets by the Operators in accordance with this Agreement. (ii) CSXT or NSR, directly or through their respective affiliates, may perform the work which CRC performed prior to the date of this Agreement when (A) CRC does not possess the skills needed for such work, (B) CRC lacks the necessary employees to do such work in a timely fashion, or (C) CRC does not possess the equipment needed to do such work. CRC and the party performing the work shall agree to a reasonable fee for such work prior to performance. CRC, CSXT and NSR may agree to have additional work performed either by CSXT, NSR or their affiliates.
Repair and Maintenance 8.1 LANDLORD’S REPAIR AND MAINTENANCE. Landlord at its cost shall maintain the following: a. The structural parts of the building and other improvements, that are part of the leased premises which structural parts include the foundations, bearing and exterior walls, subflooring and roof. b. The unexposed electrical, plumbing and sewage systems, including, without limitation, those portions of the systems lying outside the premises. c. The Landlord shall have all snow and ice removed from the sidewalks leading to the premises as soon as practicable, and see that snow from the parking area is properly and reasonably removed and that all refuse and garbage is removed from the collection area. d. The Landlord shall maintain the common areas, parking areas, hallways and stairs and restrooms, in a safe, clean and orderly condition. 8.2 T’ENANT’S REPAIRS AND MAINTENANCE. Tenant at its cost shall perform the following: a. Any construction, modification and/or improvements made to the leased premise will be at the expense of the Tenant (unless otherwise agreed), and will require the approval of the Landlord. Any improvements or modifications performed by, or on behalf of, the Tenant will, at the option of the Landlord, remain as part of the Keuka Business Park at the conclusion of the lease term. b. Except as provided in paragraph 8.1 above, Tenant at its cost shall maintain the leased premises, including all janitorial care of the office and restroom facilities associated with this space, and at the expiration of the term of this Lease Agreement, or prior termination, Tenant shall surrender the leased premises to Landlord in the same condition as received, normal wear and tear, damage from the elements, fire or other casualty, damage Landlord is required to repair hereunder, or damage from the negligence or willful misconduct of Landlord, its agents or employees, excepted. c. Tenant also agrees to maintain outdoor areas affected by the operations of the business in an orderly fashion, including, but not limited to, stacking and disposal of pallets, trash and recycling areas, employee litter and damage to the facilities.
Maintenance and Repairs (1) Except for matters specified under Paragraph 4 above and Paragraph 8A(3) below as being Landlord's obligation, Tenant shall, at Tenant's sole cost and expense, maintain the Premises in good order, condition and repair, ordinary wear and tear and damage by fire and casualty excepted, including: the interior surfaces of the ceilings, walls and floors; all doors and interior windows; furnishings installed within the Premises; all equipment installed by or at the expense of Tenant; and all plumbing, heating, ventilating, electrical and lighting facilities and fixtures; all landscaping, parking lots, fences and signs located within the Premises. (2) In the event that Tenant fails to maintain the Premises in good order, condition and repair as required under this Lease, Landlord shall give Tenant prior written notice to do such acts as are required to so maintain the Premises. In the event that Tenant fails to commence such work within 30 days after written demand by Landlord, and diligently prosecute it to completion, then Landlord shall have the right, but shall not be obligated, to do such acts and expend such funds at the expense of Tenant as are reasonably required to perform such work. Landlord shall have no liability to Tenant for any reasonable damage, inconvenience or interference with Tenant's use of the Premises as a result of performing any such work. (3) Landlord will maintain, repair and replace all structural components of the Premises and the roof of the Building, and if a repair, replacement or alteration or other change would be considered a capital improvement or replacement to the Premises under generally accepted accounting principles, then it shall be Landlord's responsibility to promptly make and pay for such repair, replacement, alteration or other change. The cost of any such capital improvement shall be amortized over the useful life of such item and Tenant agrees to pay its percentage share (which shall be determined by dividing the square footage of the Building by the square footage of all buildings benefitted by such improvement, including the Building) of the annual amortized amount. Such payment will be made by Tenant as set forth in Paragraph 4 above. Landlord shall do all acts required to comply with all applicable laws, ordinances, regulations and rules of any public authority relating to the Premises, except to the extent that the foregoing are solely a result of Tenant's use of the Premises. Tenant shall do all acts required to comply with all applicable laws, ordinances, regulations and rules of any public authority relating solely to Tenant's use of the Premises. If a repair is required as a result of Tenant's negligence and such repair cost is not covered by insurance proceeds, Tenant will pay for the cost of such repair. Notwithstanding anything in this Lease to the contrary, in the event that the need for repairs or the making of repairs (or both) which Landlord is obligated to effect at Landlord's expense renders a material portion of the Premises unusable for more than three consecutive business days, then Tenant shall be entitled to an abatement of rent commencing with the fourth business day that the same are unusable; provided, however, that Tenant shall not be entitled to a pro rata abatement of rent under the foregoing due to unusability (i) caused directly or indirectly by any act or omission of Tenant or any of Tenant's servants, employees, agents, contractors, visitors or licensees, (ii) where Tenant makes a decoration, alteration, improvement or addition which directly causes such unusability, or (iii) where the repair in question is one which Tenant is obligated to furnish under the provisions of this Lease.
Operating Costs Tenant shall pay to Landlord the Tenant’s Percentage of Operating Costs (as hereinafter defined) incurred by Landlord in any calendar year. Tenant shall remit to Landlord, on the first day of each calendar month, estimated payments on account of Operating Costs, such monthly amounts to be sufficient to provide Landlord, by the end of the calendar year, a sum equal to the Operating Costs, as reasonably estimated by Landlord from time to time. The initial monthly estimated payments shall be in an amount equal to 1/12th of the Initial Estimate of Tenant’s Percentage of Operating Costs for the Calendar Year. If, at the expiration of the year in respect of which monthly installments of Operating Costs shall have been made as aforesaid, the total of such monthly remittances is greater than the actual Operating Costs for such year, Landlord shall promptly pay to Tenant, or credit against the next accruing payments to be made by Tenant pursuant to this subsection 4.2.3, the difference; if the total of such remittances is less than the Operating Costs for such year, Tenant shall pay the difference to Landlord within twenty (20) days from the date Landlord shall furnish to Tenant an itemized statement of the Operating Costs, prepared, allocated and computed in accordance with generally accepted accounting principles. Any reimbursement for Operating Costs due and payable by Tenant with respect to periods of less than twelve (12) months shall be equitably prorated.