126965.00088.126059897.11 INDUSTRIAL BUILDING LEASE between CHEYENNE CLAYTON DRI, LLC as Landlord and PRIORITY FULFILLMENT SERVICES, INC. as Tenant __________________, 20__ 21December 13
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126965.00088.126059897.11 INDUSTRIAL BUILDING LEASE between XXXXXXXX XXXXXXX DRI, LLC as Landlord and PRIORITY FULFILLMENT SERVICES, INC. as Tenant __________________, 20__ 21December 13
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126965.00088.126059897.11 INDUSTRIAL BUILDING LEASE THIS LEASE (the "Lease"), dated the _______ day of ____________, 20__ ("Date of Lease") is entered into by and between PRIORITY FULFILLMENT SERVICES, INC., a Delaware corporation ("Tenant"), and XXXXXXXX XXXXXXX DRI, LLC, a Delaware limited liability company ("Landlord"). I. BASIC LEASE PROVISIONS 1.1 Premises. Approximately 170,314 Rentable Square Feet of space to be known as Building 2 at SunPoint West, as outlined on Exhibit A attached hereto and made a part hereof and located at the Building, including exclusive use of the parking area attributable to the Building (containing approximately 114 spaces in locations depicted on Exhibit A), which shall be reserved for Tenant’s use. 1.2 Building. The building, currently identified as Building 2, located at 0000 Xxxx Xxxxxxxx Xxxxxx, Xxxxx Xxx Xxxxx, Xxxxxx 00000. 1.3 Land. The parcel of land upon which the Buildings are located and all rights, easements and appurtenances thereunto belonging or pertaining. 1.4 Project. The development known as SunPoint West, consisting of the Land, the Building and five (5) adjacent buildings (the "Buildings") and all other improvements built on the Land, containing an aggregate total of approximately 730,771 Rentable Square Feet within the Buildings. 1.5 Rentable Square Feet (Foot) or Rentable Area. The rentable area within the Premises and/or the Project are deemed to be the amounts set forth in this Article I. The measurement of the Rentable Square Feet has been calculated by an architect engaged by Landlord using accepted BOMA Standards based upon "drip line" methodology. The Rentable Square Feet in the Building and in the other Buildings allocates the Common Area in each building to all tenant space therein on a prorata basis. Tenant agrees that the rentable area of the Premises and Basic Rent may be recalculated by Landlord using the standard set forth above in the event that Landlord elects, in its sole discretion, to re-measure the Premises within the first six (6) months following the Commencement Date, and it is determined that the total number of Rentable Square Feet of the Premises differs from that set forth herein. In the event Landlord elects to so re-measure the Premises, Landlord shall deliver to Tenant a certification from Landlord's architect engaged for such purpose describing the method used to measure the Premises and its calculations of such re-measurement. If the re-measured Rentable Area of the Premises is more or less than the area set forth in this Lease, the annual Basic Rent shall be recalculated by multiplying the then applicable annual Basic Rent per Rentable Square Foot by the re-measured square footage of the Premises. However, in no event, and notwithstanding any such re-measurement, shall the Basic Rent or Tenant's Proportionate Share be increased by more than one percent (1.0%) over the amounts set forth in this Lease. The Basic Rent to be paid monthly shall be then calculated by dividing the recalculated annual Basic Rent by twelve (12), subject to such cap. In addition, Tenant's Proportionate Share of the Basic Costs (as hereinafter defined) shall be recalculated by Landlord in the event the rentable area of the Premises and/or the rentable area at the Project differ from those set forth herein, subject to such cap. At such time, the parties shall enter into an amendment to this Lease setting forth the re-measured square footage in the Premises, the adjusted annual and monthly Basic Rent under this Lease, and the adjusted Tenant's Proportionate Share of Basic Costs. If Landlord does not elect to undertake any such re-measurement, the Rentable Area shall be deemed to be as set forth herein. 1.6 Term. Sixty-Four (64) months, beginning on the Commencement Date and expiring on the Expiration Date. 1.7 Commencement Date. The later of (a) April 1, 2022 or (b) thirty (30) days after receipt by Tenant of Landlord’s written notice of the Substantial Completion of the Landlord Work (as hereinafter defined). The Commencement Date is estimated to be April 1, 2022. 13th 21December
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PRIORITY FULFILLMENT SERVICES, INC./2255 W. CHEYENNE AVE – Page 7 126965.00088.126059897.11 incurred to implement, monitor and enforce Conservation Standards; (x) including, without limitation, all costs with respect to any Common Areas, such as the costs of the common mechanical electric room and all utilities for the Common Areas and (xi) capital improvements, except that Basic Costs for capital improvements shall be limited to the cost of any capital improvement which is (A) reasonably intended to reduce any component cost included within Basic Costs or to achieve energy conservation or environmental sustainability with respect to the Project, (B) necessary to keep the Project or any part thereof in compliance with all governmental rules and regulations applicable thereto from time to time, or (C) intended to achieve energy conservation or environmental sustainability with respect to the Project. Any capital improvement costs shall be reasonably amortized with interest on the unamortized amount at the Interest Rate and shall only be included in Basic Costs to the extent such costs are attributable, on a straight-line amortization (based on the useful life of the improvement for federal tax purposes), to the remaining portion of the Term of this Lease and any renewal or extension thereof. Notwithstanding anything contained herein to the contrary, Tenant’s Proportionate Share of the Basic Costs for items other than the Non-Controllable Costs (the “Controllable Costs”) shall be capped as provided in this Section (the “Cap”). Such Cap on Controllable Costs shall, for each Calendar Year, increase by six percent (6%) on a cumulative and compounded basis over the Cap for the prior Calendar Year, commencing with the third (3rd) full Calendar Year following the Commencement Date. For purposes of such calculation, the Cap for the year in which the Commencement Date occurs shall be deemed to be the actual Controllable Costs for said Calendar Year. As used herein, the term “Non-Controllable Costs” shall mean all Basic Costs which are beyond the control of Landlord, as reasonably determined by Landlord, such as, but not limited to, Taxes, insurance costs, utilities costs, and security costs. (b) Exclusions from Basic Costs. The following items are specifically excluded from the definition of Basic Costs: (i) interest (except as otherwise allowed herein); (ii) depreciation; (iii) penalties and fines; (iv) marketing expenses and commissions; (v) costs of services or labor provided solely and directly to specific tenants at the Project, including, but not limited to tenant improvement costs; (vi) organizational expenses associated with the creation and operation of the entity which constitutes Landlord; (vii) general or special assessments levied against the owner of the Project for public improvements which are not currently due; and (viii) capital improvements except as set forth in subparagraph (a) above. (c) "Taxes" shall be defined as (i) all real property taxes and assessments levied by any public authority against the Project; (ii) all personal property taxes levied by any public authority on personal property of Landlord used in the management, operation, maintenance and repair of the Project, such personal property being located at the Project, or if such personal property is used at multiple properties, the prorata portion attributable to the Project (i.e. if the personal property is used at four (4) properties, the prorata portion of the tax attributable to the Project shall be 25% of the total tax assessed thereon); (iii) all taxes, assessments and reassessments of every kind and nature whatsoever levied or assessed in lieu of or in substitution for existing or additional real or personal property taxes and assessments on the Project, or (iv) amounts necessary to be expended because of governmental orders, whether general or special, ordinary or extraordinary, unforeseen as well as foreseen, of any kind and nature for public improvements, services, benefits or any other purposes which are assessed, levied, confirmed, imposed or become a lien upon the Premises or Project or become payable during the Term. Further, for the purposes of this Article IV, Taxes shall include the reasonable and actual expenses (including, without limitation, reasonable attorneys' fees) incurred by Landlord in challenging or obtaining or attempting to obtain a reduction of such Taxes, regardless of the outcome of such challenge, and any costs incurred by Landlord for compliance, review and appeal of tax liabilities; provided, that Landlord shall document such expenses, if any, and provide reasonable evidence of the same to Tenant as part of the annual reconciliation and/or audit requested pursuant to Section 4.3 below. Notwithstanding the foregoing, Landlord shall have no obligation to challenge Taxes. If as a result of any such challenge, a tax refund is made to Landlord, then provided no Event of Default exists under this Lease, beyond any/all applicable cure periods the amount of such refund less the expenses of the challenge shall be deducted from Taxes due in the Calendar Year such refund is received. In the case of any Taxes
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PRIORITY FULFILLMENT SERVICES, INC./2255 W. CHEYENNE AVE – Page 9 126965.00088.126059897.11 Landlord’s books or records will be allowed without the express consent of the Landlord. The audit may be accomplished by either Tenant’s own employees with accounting experience reasonably sufficient to conduct such review, or a nationally or regionally recognized public accounting firm mutually acceptable to Landlord and Tenant that is engaged on either a fixed price or hourly basis. The records reviewed by Tenant shall be treated as confidential and prior to commencing the audit, Tenant and any other person which may perform such audit for Tenant, shall execute a confidentiality agreement in a form reasonably acceptable to Landlord. A copy of the results of the audit shall be delivered to Landlord within thirty (30) days after the completion of the audit. If the results of the audit determine that the Final Expense Amount for the Calendar Year is less than reported, Landlord shall give Tenant a credit in the amount of the overpayment toward Tenant's next monthly payment of Basic Costs, or, in the event the Lease has expired or terminated and no Event of Default exists beyond the applicable notice and cure period, Landlord shall pay Tenant the total amount of such overpayment within thirty (30) days. If Landlord and Tenant determine that the Final Expense Amount for the Calendar Year is more than reported, Tenant shall pay Landlord the amount of any underpayment within thirty (30) days. Failure by Tenant to timely deliver an Audit Notice, is deemed a waiver of the applicable audit right and any right to contest the Final Expense Amount for the applicable Calendar Year and is deemed acceptance of the Final Expense Amount for the applicable Calendar Year. Any audit review by Tenant shall not postpone or alter the liability and obligation of Tenant to timely pay any Rent due under the terms of the Lease. No assignee or subtenant shall have any right to conduct an audit except for a permitted assignee or sublessee under Article IX of the Lease occupying the entire Premises and no assignee or sublessee shall conduct an audit for any period during which such assignee or sublessee was not in possession of the Premises or for any period in which Tenant has conducted an audit. V. USE 5.1 Use of Premises. In accordance with the terms, covenants and conditions set forth in this Lease, and applicable governmental regulations, restrictions and permitting (without the necessity of obtaining any zoning changes, conditional use permits or other special use permits), Tenant shall use the Premises solely for warehouse and general business office purposes and uses incidental thereto, but for no other purpose. Notwithstanding the foregoing, Tenant shall not use the Premises or any portion of the Project for those Prohibited Uses identified on Exhibit F, which is attached hereto and incorporated herein by this reference. Tenant shall have the right to reasonably enforce its right to park in those spaces which are dedicated for Tenant’s exclusive use pursuant to this Lease; provided, however, that (i) Tenant shall have no right to gate, fence, or otherwise physically restrict access to any Common Areas (including, but, not limited to, any interior drive aisles, roadways, sidewalks, etc.), (ii) any enforcement actions taken by Tenant shall comply with the applicable state, federal, and local laws, and (iii) Tenant shall indemnify,defend, and hold Landlord (and its Agents) harmless from any and all damages, claims, demands,causes of action, fines, penalties, liabilities, judgments, and expenses, including, without limitation, reasonable attorneys’ fees and court costs) arising as a result of Tenant’s (or its Agents’) enforcement of its exclusive parking right,as set forth in this Section 5.1. 5.2 Operation of Tenant's Business. If any governmental license or permit, other than a Certificate of Occupancy (if any is issued or required), shall be required for the proper and lawful conduct of Tenant's business in the Premises or any part thereof, Tenant shall first provide Landlord with prior written notice and obtain Landlord's consent thereto, which will not be unreasonably withheld or delayed. Thereafter, at its expense, Tenant shall procure such license prior to the first day of the Term, and thereafter maintain and renew such license or permit. Tenant shall, at all times, comply with the terms and conditions of each such license or permit. Tenant shall not, at any time, use or occupy, or suffer or permit anyone to use or occupy, the Premises, or do or permit anything to be done in the Premises, in any manner which may (a) violate any Certificate of Occupancy for the Premises or for the Building; (b) cause, or be liable to cause injury to the Building or any equipment, facilities or systems therein; (c) constitute a violation of the laws and requirements of any federal, state or local public authority or the requirements of insurance bodies; (d) impair or tend to impair the character, reputation or appearance of the Project or the Building; (e) impair or tend to impair the proper and economic maintenance, operation, and repair of the Project and the Building and/or its equipment, facilities or systems; and (f) annoy or inconvenience other tenants or users of the Building and the Project, if any. Tenant shall take all actions necessary to comply with all applicable federal,
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PRIORITY FULFILLMENT SERVICES, INC./2255 W. CHEYENNE AVE – Page 25 126965.00088.126059897.11 Deficiency" is defined as a contractual measure of damages for Tenant's non-payment of Rent measured by either the (i) "Actual Rental Deficiency", which means the difference (never less than zero) between (A) the Basic Rent due for, and other Rent allocable under this Lease to, each calendar month beginning with the first month with respect to which Landlord receives rent from reletting the Premises and (B) the proceeds, if any, that Landlord actually collects from any substitute tenant for any part of the Premises in each corresponding month in which the Term and the term of the substitute tenant's lease overlap; or (ii) "Market Rental Deficiency", which is the present value (determined using a discount rate of seven percent [7%] per annum) of the difference (never less than zero) between (A) the total Rent which would have accrued to Landlord under this Lease for the remainder of the Term of this Lease (or such portion of the Term in which Landlord elects to recover this damage measure), if the terms of this Lease had been fully complied with by Tenant, and (B) the total fair market rental value of the Premises for the remainder of the Term of the Lease (or such portion of the Term in which Landlord elects to recover this damage measure). In determining the Market Rental Deficiency, the total fair market rental value will be the prevailing market rate for full service Basic Rent for tenants of comparable quality for leases in buildings of comparable size, age, use location and quality in the marketplace in which the Project is located, taking into consideration the extent of the availability of space as large or small as the Premises in the marketplace. "Damages" shall mean all incurred actual, incidental, and consequential damages, court costs, interest and reasonable attorneys' fees arising from Tenant's breach of the Lease, including, without limitation, (i) reletting costs, including, without limitation, the cost of restoring the Premises to the original condition at the time of lease , normal wear and tear excepted (including, without limitation, cleaning, repair and remodeling costs), brokerage fees, reasonable legal fees, advertising costs and the like); (ii) Landlord's cost of recovering possession of the Premises; (iii) the cost of removing and, storing and disposing of any of Tenant's or other occupant's property left on the Premises after reentry; (iv) any increase in insurance premiums caused by the vacancy of the Premises (subject to reletting), (v) the amount of any unamortized improvements to the Premises in connection with this Lease paid for by Landlord, (vi) the amount of any unamortized brokerage commission paid by Landlord in connection with the leasing of the Premises to Tenant; (vii) costs incurred in connection with collecting any money owed by Tenant or a substitute tenant, (viii) any other sum of money or damages owed by Tenant to Landlord or incurred by Landlord as a result of or arising from, Tenant's breach of the Lease or Landlord's exercise of its rights and remedies for such breach, (ix) any contractual or liquidated type or measures of damages specified in this Lease (if any) and (x) any other type of measure of damages recoverable for any particular breach under applicable law statute, ordinance or governmental rule or regulation. Landlord may file suit to recover any sums falling due under the terms of this Section 21.2(b) from time to time. Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above. (c) If Landlord elects to terminate Tenant's right to possession of the Premises without terminating this Lease, Tenant shall continue to be liable for all Rent and all other Damages, except to the extent otherwise provided under Section 21.3, inclusive of the offset of any reletting of the Premises or portion thereof by Landlord, and Landlord may relet the Premises, or any part thereof, to a substitute tenant or tenants, for a period of time equal to or lesser or greater than the remainder of the Term of this Lease on whatever reasonable terms and conditions Landlord, at Landlord's sole discretion, deems advisable. Notwithstanding any provision in this Section 21.2(c) to the contrary, Landlord may at (i) any time after reletting the Premises elect to exercise its rights under Section 21.2(b) for such previous breach against the Tenant; and (ii) upon the default of any substitute tenant or upon the expiration of the lease term of such substitute tenant before the expiration of the Term of this Lease, either relet to still another substitute tenant or exercise its rights under Section 21.2(b). For the purpose of such reletting Landlord is authorized to make any repairs, changes, alterations or additions in or to the Premises that may be necessary.
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PRIORITY FULFILLMENT SERVICES, INC./2255 W. CHEYENNE AVE – Page 28 126965.00088.126059897.11 Lease as Landlord may reasonably request including, but not limited to, the amount of Basic Rent and Additional Rent under this Lease, and whether Landlord has completed all improvements to the Premises required under this Lease. If Tenant fails to execute, acknowledge or deliver any such statement within ten (10) business days after request therefor, Tenant hereby irrevocably constitutes and appoints Landlord as its attorney-in-fact (which appointment is agreed to be coupled with an interest), to execute and deliver any such statements for and on behalf of Tenant. XXIV. ENVIRONMENTAL 24.1 Hazardous Material. Except for Hazardous Materials (i) in typical amounts necessary for Tenant's ordinary business operations, and which are stored, maintained, and used in accordance with manufacturer's instructions and all applicable Environmental Requirements, (ii) which are hazardous liquids that do not exceed fifty-five (55) gallons at any given time, excluding petroleum products intended solely for Tenant's consumptive use, or (iii) which are chlorinated solvents that do not exceed one (1) gallon in aggregate quantity, Tenant shall not, nor shall it permit or cause its Agents or any other party to, bring any Hazardous Materials upon the Project and/or Premises or transport, store, use, generate, manufacture, dispose, or release any Hazardous Materials on or from the Project and/or Premises without Landlord's prior written consent. Any Hazardous Material permitted on the Project and/or Premises as provided herein, and all containers therefor, shall be used, kept, stored and disposed of in a manner that complies with all Environmental Requirements. Title to Hazardous Materials will remain and be stored or disposed of solely in Tenant's name. Tenant shall not release, discharge, leak or emit or permit to be released, discharged, leaked or emitted, any material into the atmosphere, ground, ground water, surface water, storm or sanitary sewer system or any body of water, any Hazardous Material or any other material (as is reasonably determined by Landlord or any governmental authority) which may pollute or contaminate the same or may adversely affect (a) the health, welfare or safety of persons, or (b) the condition, use or enjoyment of the Project and/or Premises, or any other real or personal property. Tenant shall complete and certify in disclosure statements as requested by Landlord from time to time relating to Tenant's transportation, storage, use, generation, manufacture, or release of Hazardous Materials on the Project and/or Premises, but no more than once per Lease Year, as required by law, or unless Landlord has reasonable grounds for such request based on a legitimate concern. Landlord hereby represents and warrants to Tenant that, as of the Date of Lease, to Landlord’s knowledge there are no Hazardous Materials within the Premises and Landlord has received no notices of any violations of the Environmental Requirements. Simultaneously with execution of this Lease, Tenant shall execute and deliver to Landlord the Hazardous Materials Survey attached hereto as Exhibit G, which is attached hereto and incorporated herein by this reference. 24.2 Definition. As used herein, "Environmental Requirement" means all federal, state, and local laws, ordinances, rules and regulations, court orders, governmental directives, governmental orders and all interpretations of the foregoing, and all restrictive covenants affecting the Project and/or Premises regulating or relating to health, safety, or environmental conditions at, on, in, under, or about the Project and/or Premises or the environment or natural resources, including the following: the Comprehensive Environmental Response, Compensation and Liability Act; the Resource Conservation and Recovery Act; the Clean Air Act; the Clean Water Act; the Toxic Substances Control Act and all state and local counterparts thereto, and any common or civil law obligations including nuisance or trespass. As used herein, "Hazardous Material" means (a) any "hazardous waste" as defined by the Resource Conservation and Recovery Act of 1976, as amended from time to time, and regulations promulgated thereunder (or any state counterpart to the foregoing statute); (b) any "hazardous substance" as defined by the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended from time to time, and regulations promulgated thereunder (or any state counterpart to the foregoing statute); (c) any oil, petroleum products and their by-products; (d) asbestos; (e) polychlorinated biphenyls ("PCBs"); and (f) any substance that is or becomes regulated by any Environmental Requirement. 24.3 Tenant's Liability. Tenant hereby agrees that it shall be fully liable for all costs and expense related to the use, storage and disposal of Hazardous Material kept on the Project and/or Premises, and Tenant shall give immediate notice to Landlord of any violation or potential violation of the provisions of Section 24.1 above. Tenant shall defend, indemnify and hold Landlord and its Agents harmless from and against any third party claims, demands, penalties, fines, liabilities, settlements, damages,
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PRIORITY FULFILLMENT SERVICES, INC./2255 W. CHEYENNE AVE – Page 29 126965.00088.126059897.11 costs or expenses incurred (including without limitation, reasonable attorneys' and consultants' fees, court costs and litigation expense) of whatever kind or nature, known or unknown contingent or otherwise, arising out of or in any way related to (a) the presence, disposal, release or threatened release of any such Hazardous Material that is on, from or affecting the soil, water, vegetation, buildings, personal property, persons, animals or otherwise located on or around the Premises; (b) any personal injury (including wrongful death), property damage (real or personal) arising out of or related to such Hazardous Material; (c) any lawsuit brought or threatened, settlement reached or government order relating to such Hazardous Material; (d) any violation of any laws applicable thereto; (e) a decrease in value of the Project and/or Premises, (f) damages caused by loss or restriction of rentable or usable space; and (g) damages caused by adverse impact on marketing of the space. Without limitation of the foregoing, if the Tenant causes or permits the presence of any Hazardous Materials on the Project and/or Premises which results in contamination, Tenant shall promptly, at its sole expense, take any and all necessary actions to return the Project and/or Premises to the condition existing prior to the presence of any such Hazardous Material on the Project and/or Premises. Tenant shall first obtain Landlord's approval for any such remedial action. If Tenant fails to perform such work within the time period specified by Landlord or before Tenant's right to possession terminates or expires (whichever is earlier), Landlord may at its discretion perform such work at Tenant's cost. Tenant shall pay all reasonable costs incurred by Landlord in performing such work within ten (10) days after Landlord's request therefor. Such work performed by Landlord is on behalf of Tenant and Tenant remains the owner, generator, operator, transporter, and/or arranger of the Hazardous Materials under Environmental Requirements. Tenant agrees not to enter into any agreement with any person, including any governmental authority, regarding the removal of Hazardous Materials that have been disposed of or otherwise released onto or from the Project and/or Premises without the written approval of the Landlord. The provisions of this Section 24.3 shall be in addition to any other obligations and liabilities Tenant may have to Landlord under this Lease or at law or in equity and shall survive the transactions contemplated herein and shall survive the termination of this Lease. 24.4 Landlord's Liability. Landlord shall indemnify, defend and hold harmless Tenant from and against any and all claims, damages, fines, judgments, penalties, costs, liabilities, losses and reasonable attorney's fees to the extent caused by Landlord or its Agents and (i) arising out of or in connection with the existence of Hazardous Materials on the Project or Premises; or (ii) relating to any clean-up or remediation of the Project or Premises required under any applicable environmental laws. The obligations of Landlord under this Section 24.4 shall survive the Term of this Lease. 24.5 Inspections and Tests. Landlord shall have access to, and a right to perform inspections and tests of, the Project and Premises to determine Tenant's compliance with Environmental Requirements, its obligations under this Article XXIV, or the environmental condition of the Project and/or Premises. Access shall be granted to Landlord upon Landlord's prior notice to Tenant and at such times so as to minimize, so far as may be reasonable under the circumstances, any disturbance to Tenant's operations. Such inspections and tests shall be conducted at Landlord's expense, unless such inspections or tests reveal that Tenant has not complied with any Environmental Requirement, in which case Tenant shall reimburse Landlord for the reasonable cost of such inspection and tests. Landlord's receipt of or satisfaction with any environmental assessment in no way waives any rights that Landlord holds against Tenant. Tenant shall promptly notify Landlord of any communication or report that Tenant makes to any governmental authority regarding any possible violation of Environmental Requirement or release or threat of release of any Hazardous Materials onto or from the Project and/or Premises. Tenant shall, within five (5) days of receipt thereof, provide Landlord with a copy of any documents or correspondence received from any governmental agency or other party relating to a possible violation of Environmental Requirements or claim or liability associated with the release or threat of release of any Hazardous Materials onto or from the Project and/or Premises. Upon request, Tenant shall provide Landlord with an inventory of Hazardous Materials located at, on or in the Project and/or Premises and copies of any Material Safety Data Sheet in Tenant's possession required by any Environmental Requirement or related to any Hazardous Material. XXV. SIGNAGE