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EXHIBIT 10.7
FIRST LEASE AMENDMENT
THIS FIRST LEASE AMENDMENT (this "Amendment") dated as of July 9, 1997
is made by and between PRINCIPAL MUTUAL LIFE INSURANCE COMPANY ("Landlord") and
FILETEK, INC. ("Tenant").
WHEREAS, pursuant to that certain Lease dated April 16, 1993,
(hereinafter referred to as the "Lease"), Tenant is leasing from Landlord the
29,808 rentable square feet commonly known as Xxxxx 000 xxx Xxxxx 000, 9400 Key
West Avenue, Rockville, Maryland (the "Original Premises");
WHEREAS, pursuant to that certain First Addendum To Lease Agreement
dated September 30, 1993, (hereinafter referred to as the "Addendum"), Tenant
increased the "Original Premises" by 12,152 Rentable Square feet of space
(hereinafter referred to as the "Expansion Premises"), making the total leased
area 41,960 Rentable square feet of space (the "Updated Premises");
WHEREAS, pursuant to that certain Letter Agreement dated February 15,
1994, (hereinafter referred to as the "Letter"), Tenant increased the
"Expansion Premises" by 000 Xxxxxxxx Xxxxxx feet of space, making the total
leased area 42,309 Rentable square feet of space (the "Premises);
WHEREAS, pursuant to a notice letter written by Tenant to Landlord on
January 21, 1997, Tenant confirmed its intention to exercise its Option to
Extend the lease term for an additional three year period;
WHEREAS, Landlord and Tenant desire to amend the Lease to extend the
Term thereof on the terms and conditions hereinafter set forth. The Lease, as
amended by the Addendum and the Letter, are hereinafter collectively referred
to as the "Lease";
NOW, THEREFORE, in consideration of the foregoing recitals and for
other good and valuable consideration, the receipt and adequacy of which are
hereby acknowledged, the parties hereto hereby agree as follows:
1. Incorporation of Recitals. The foregoing recitals are hereby
incorporated herein and made a part hereof by this reference.
2. Definitions. All capitalized terms in this Amendment shall have the
meanings assigned thereto in the Lease unless otherwise defined herein.
3. Basic Cost. From and after May 1, 1998, Section 1.(a)(ii) of the
Lease (as amended by the First Addendum to Lease and the Letter to Lease) shall
be, and hereby is, amended by deleting "electricity". Tenant's Premises shall
be sub-metered for electricity, and Tenant shall be responsible for reimbursing
Landlord on a monthly basis for Tenant's actual costs of electrical consumption
and usage. Costs are actual kilowatt rates established by Pepco and are the
same rates paid by the Landlord to Pepco. Tenant has the right to verify meter
readings and will have access to the meter, accompanied by the Building
Engineer, for this purpose.
4. Right Of First Option - Second Floor. Section 47 of the Lease shall
be, and hereby is, deleted in its entirety.
5. Lease Term. Section 2 of the Lease shall be, and the same is hereby,
amended to provide that the Lease Term shall be extended for a thirty-six (36)
month period commencing May 1, 1998. The Revised Lease Expiration Date shall
be April 30, 2001. Any exercise of Tenant's option under Section 46 of the
Lease or any other extension of the term shall not be effective until an
amendment to the Lease is executed by Landlord and Tenant.
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6. Basic Rental. Section 1(b) of the Lease shall be, and the same is
hereby, amended to provide that the basic monthly rent due for the Premises
effective on May 1, 1998 (the "Renewal Period Commencement Date") shall be as
follows:
5/1/98 - 4/30/99: $50,241.94 per month, NET of Electric
5/1/99 - 4/30/00: $51,749.20 per month, NET of Electric
5/1/00 - 4/30/01: $53,301.67 per month, NET of Electric
The foregoing amounts replace the amounts owed pursuant to the Lease from and
after the Renewal Period Commencement Date, irrespective of Section 1(b) of the
Lease.
7. Operating Expenses. Section 8 of the Lease shall be, and hereby is
amended. Tenant shall not be responsible for passthrough Basic Cost(s) for
the Premises for the period 1/1/96 - 4/30/98, and Landlord shall forgive all
unpaid sums relating thereto.
From and after the Renewal Period Commencement Date, Tenant's Base
Year for Basic Cost(s) shall be the Basic Cost(s) incurred in Calendar
Year 1998, Net of Electrical Charges. Tenant shall pay its Pro Rata
share (84.49%) of any Basic Costs increases over the Base Year.
8. Tenant Improvements. Tenant accepts the Premises in its "as is"
condition, subject to the terms of the Lease. Landlord has agreed to provide
an improvement allowance to the Premises in accordance with Exhibit C-1 of this
Amendment. Section 7 and Exhibit C of the Lease shall be, and the same is
hereby, deleted in its entirely and replaced with Exhibit C-1 of this Amendment
which if attached hereto, is incorporated herein by this reference.
9. Security Deposit. Landlord currently holds a Letter of Credit in
the amount of $45,835.00 which expires 6/30/98. Effective 6/30/98, Tenant
shall increase the Letter of Credit to $50,241.94 and renew the term for three
(3) years, pursuant to Section 51 of the Lease.
10. Conflict. This Amendment and the Lease shall be construed to give
the fullest possible effect to both, and provisions of this Amendment which
might be construed to be in conflict with provisions of the Lease shall be
harmonized with such potentially conflicting provisions to the greatest extent
possible, so as to give maximum effect to all provisions. However, in the
event there is irreconcilable conflict between any provision(s) of this
Amendment and any provision(s) of the Lease, the provisions of this Amendment
shall be controlling.
11. Ratification. Except as otherwise modified herein, all provisions of
the Lease remain in full force and effect, and by their signatures below, are
hereby ratified and confirmed by the parties hereto.
12. Notice. All notices to Landlord shall be in writing and shall be
deemed to be fully given only if sent by registered mail or certified mail
return receipt requested, postage prepaid, or by a nationally recognized
overnight delivery service to the following:
Principal Mutual Life Insurance Company
c/o Barnes, Morris, Xxxxxx & Xxxxxx Management Services, LLC
0000 00xx Xxxxxx, X.X.
Xxxxx 0000
Xxxxxxxxxx, X.X. 00000-0000
13. Representations. Tenant hereby represents and warrants to Landlord
that Tenant (i) to its knowledge, is not in default of any of its obligations
under the Lease and that such Lease is valid, binding
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and enforceable in accordance with its terms; (ii) has full power and
authority to execute and perform this Amendment; and (iii) has taken all
action necessary to authorize the execution and performance of this Amendment.
14. Brokers. Tenant represents and warrants to Landlord that neither
Tenant nor its officers, agents, employees nor anyone acting on its behalf has
dealt with any real estate broker except Xxxxxx Xxxxxx Xxxxxx & Xxxxxx (which
is representing the Landlord) in the negotiating or making of this Amendment.
Tenant agrees to indemnify and hold Landlord, its agents, employees, partners,
directors, shareholders and independent contractors harmless from all
liabilities, costs, demands, judgments, settlements, claims and losses,
including reasonable attorneys fees and costs, incurred by Landlord in
conjunction with any such claim or claims of any other broker or brokers with
whom Tenant has had any business dealings regarding this Amendment.
15. Miscellaneous. This Amendment (i) shall be binding upon and inure to
the benefit of the parties hereto and their respective successors and assigns
(subject to the restrictions on assignment set forth in the Lease); (ii) shall
be governed by and construed in accordance with the laws of the State of
Maryland; and (iii) may be executed in multiple counterparts, each of which
shall constitute an original and all of which shall constitute one and the same
agreement.
The Lease, as amended by this Amendment, contains the entire agreement of the
parties hereto and no representations, inducements, promises or agreements,
oral or otherwise, between the parties, not embodied herein, shall be of any
force or effect. The Lease may be further amended only in writing signed by
both Landlord and Tenant.
The capitalized terms used in this Amendment shall have the same meaning
ascribed to them under the Lease, unless specified otherwise herein.
If any provision of this Amendment is held to be invalid or unenforceable, the
same shall not affect the validity or enforceability of the other provisions of
this Amendment, which shall continue in full force and effect, as if the
invalid or unenforceable provision had been deleted.
IN WITNESS WHEREOF, Landlord and Tenant have caused this First Lease Amendment
to be signed in the names by their duly authorized representatives and
delivered as their act and deed, intending to be legally bound by its terms and
provisions as of the day and year first written above.
LANDLORD:
PRINCIPAL MUTUAL LIFE
INSURANCE COMPANY
By: /s/ Xxxxxxx X. Xxxxxx
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Name: Xxxxxxx X. Xxxxxx
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Title: Assistant Director, Commercial
Real Estate/Equities
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TENANT:
FILETEK, INC.
By: /s/ Xxxxxxx X. Xxxxxx
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Name: Xxxxxxx X. Xxxxxx
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Title: V.P., Finance & Administration
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EXHIBIT C-1
TO
FIRST LEASE AMENDMENT
BY AND BETWEEN
PRINCIPAL MUTUAL LIFE INSURANCE COMPANY
AND
FILETEK, INC.
DATED: JULY 9, 1997
1. Landlord's Work. Tenant shall accept, the Premises in "as
is" condition.
The foregoing shall constitute all of Landlord's obligations, at its
costs, with respect to the condition of and improvements to the Premises, and
shall be referred to hereinafter as "Landlord's Work." Landlord will be
responsible for the coordination and supervision of the separate metering and
will bear all costs over $5,000.00.
2. Tenant's Work. Tenant shall be solely responsible for the
purchase, construction and installation of any and all leasehold improvements
to the Premises which are not specifically designated as Landlord's Work by
this Exhibit C-1 (hereinafter, "Tenant's Work"), in accordance with this
Exhibit C-1 and the Approved Plans (defined below.) Subject to Section 7(b),
below, Tenant's Work shall be performed at Tenant's sole expense. Tenant
shall make diligent efforts to complete Tenant's Work promptly, and without
unnecessary delay. Tenant's Work shall include, without limitation, the
leasehold improvements to the Premises shown on the Approved Plans. Tenant
shall be responsible for actual costs, not to exceed $5,000.00, associated with
separately metering the electrical usage of the Premises. Landlord will be
responsible for the coordination and supervision of the separate metering and
will bear all costs over $5,000.00.
3. Plans and Specifications.
A. Preparation of Plans and Specifications. With
respect to Tenant's Work, Tenant's architect shall prepare a full and complete
set of architectural and mechanical, electrical and plumbing ("MEP") plans,
drawings and finishes for the Premises, and engineering working drawings for
all improvements to the Premises proposed by Tenant, as required for the
permitting and construction of the Premises ("Plans and Specs"), and as may be
required for Tenant's particular requirements or design, and all of which
preparation shall be at Tenant's sole expense subject to reimbursement as
provided in 6(b). Tenant shall deliver the completed Plans and Specs to
Landlord promptly after completion.
B. Approval of Plans and Specs. As soon as practicable
after receipt of such Plans and Specs, but in no event more than five (5) days
after receipt thereof, Landlord shall return to Tenant such Plans and Specs
with its objections, suggested modifications and/or approval, which approval
shall not be unreasonably withheld or delayed. If, upon receipt of Landlord's
modified Plans and Specs, Tenant wishes to take exception thereto, Tenant may
do so within thirty (30) days after the date upon which Tenant receives
Landlord's modified Plans and Specs. If Tenant takes exception, then Tenant
and Landlord shall negotiate expeditiously and in good faith to promptly
resolve any disagreements and make modifications to the Plans and Specs which
are acceptable to both parties. The parties shall attempt to reach agreement
as soon as possible, and in all events within fourteen (14) days after the date
upon which Tenant receives Landlord's modified Plans and Specs. Any party
that does not respond to any submission or objection communicated to such party
within the period for response prescribed in this Exhibit C-1 shall be deemed
to have approved any such submission or to have acquiesced to such objection.
C. Revisions to Plans and Specs. If Landlord's
modifications are acceptable to Tenant, said Plans and Specs shall thereafter
be revised by Tenant to address Landlord's objection(s) and reflect the
Landlord's suggested modifications, and the same shall be resubmitted to
Landlord for
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Landlord's information only. If Tenant takes exception to Landlord's
modifications, said Plans and Specs shall be revised by Tenant to reflect any
changes agreed upon in the above referenced good faith negotiations within five
(5) days after the expiration of the ten (10) day negotiating period set forth
in subparagraph 3.B, above. Tenant shall deliver the revised Plans and Specs
to Landlord prior to the expiration of such five (5) day period, and Landlord
shall grant its approval or disapproval thereto within two (2) business days
after receipt thereof, which approval shall not be unreasonably withheld or
delayed and which review and approval by Landlord shall be for the limited
purpose of the revisions made by Tenant in the Plans and Specs and for no other
purpose. In the event Landlord requests additional modification to the
revised Plans and Specs, based upon the limited scope of review in the prior
sentence, the parties shall make prompt, good faith efforts to reach agreement
as quickly as possible, and shall adhere to the time frames stated herein for
any subsequent revision(s) of the Plans and Specs (i.e., 5 days/2 days).
D. Approved Plans. After Landlord and Tenant have
reached agreement on the Plans and Specs for the leasehold improvements to be
constructed in the Premises by Tenant (the approved Plans and Specs being
hereinafter referred to as the "Approved Plans"), all of the improvements shown
on such final Plans and Specs shall be included in Tenant's Work unless
otherwise noted thereon.
E. Landlord's Review. Landlord's review and/or
approval of any Plans and Specs shall not constitute the assumption of any
responsibility by Landlord for their accuracy, sufficiency or compliance with
sound architectural or engineering practices or compliance with any laws,
rules, orders, regulations, codes, ordinances, requirements or other legal or
quasi-governmental requirements, nor any warranty by Landlord regarding the
fitness of the Plans and Specs for the intended uses of the Premises by Tenant,
and Tenant shall be solely responsible therefor.
4. Construction of Tenant's Work. Tenant shall enter into a
construction contract with a general contractor selected by Tenant, subject to
the reasonable approval of Landlord, to construct Tenant's Work in accordance
with the Approved Plans and otherwise in accordance with the terms of this
Lease. Tenant shall be responsible for all matters that must be accomplished
to complete Tenant's Work, including filing plans and other required
documentation with the proper governmental authorities and securing all
necessary permits for the performance of any and all of Tenant's Work required
under the Approved Plans, and, upon completion of Tenant's Work, all approvals
and permits necessary for Tenant to occupy the Premises including all final
inspections for issuance of Tenant's final certificate of use and occupancy.
Landlord shall cooperate with and assist Tenant in obtaining the necessary
permits, including, without limitation joining in applications or other filings
to obtain the necessary permits. Tenant shall apply for a building permit
within a reasonable time after final approval of the Approved Plans, and, upon
issuance thereof, to work diligently to cause Tenant's Work to be completed,
installed or performed, as the case may be, in accordance with the Approved
Plans, subject only to non-structural, non-material variations and/or
variations necessitated by the unavailability of specified materials and
equipment.
5. Change Orders. Subject to the last sentence of Paragraph 4,
Tenant shall be allowed to make change orders to the Approved Plans provided
that (i) any such proposed change order in excess of $5,000.00 which is not
expressly permitted under the last sentence of Section 4 of this Exhibit C-1
shall be submitted to Landlord and Landlord shall have two (2) business days
after receipt thereof to review and approve same, which approval shall not be
unreasonably withheld or delayed (provided that, in the event Landlord does not
approve all items set forth in said proposed change order, Landlord and Tenant
will work together expeditiously and in a commercially reasonable manner to
reach agreement on any such proposed change order), and (ii) Tenant shall be
obligated to pay any and all costs associated with such change order(s)
("Excess Costs"), in accordance with the terms of Paragraph 7, below.
Landlord shall be allowed to make reasonable change orders to
the Approved Plans provided that (i) any such proposed change order shall be
submitted to Tenant and Tenant shall have five (5) business days after receipt
thereof to review and approve same (provided that, in the event Tenant does not
approve all items set forth in said proposed change order, Landlord and Tenant
will work together expeditiously and in a commercially reasonable manner to
reach agreement on any such proposed change
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order), (ii) Landlord shall be obligated to pay the net cost of such change
orders (i.e., after factoring in any associated savings) (excluding, however,
any change orders Landlord requests (a) in order to cause Tenant to comply with
the terms of the Lease, or (b) because the conduct of Tenant's Work by Tenant
and/or its contractor(s) is disruptive or objectionable to other Building
tenants, or (c) due to governmental requirements, applicable codes or any other
circumstances beyond Landlord's control, which change order shall be at
Tenant's sole cost).
6. Payment of Costs.
(a) General. Subject to Section 7(b) below, Tenant shall be
responsible for and shall pay when due all costs associated with the
preparation of plans and the performance of Tenant's Work incurred in
accordance with this Exhibit C-1. Tenant shall further be responsible for all
costs of Tenant's work in excess of allowance described in 6(b). Failure by
Tenant to pay the costs associated with Tenant's Work on a timely basis which
results in the assertion of any statutory and/or common law lien against the
Premises or the Property, or the project known as 0000 XXX XXXX XXXXXX, shall
constitute a default by Tenant for all purposes of the Lease, unless Tenant
bonds off or otherwise discharges the lien within thirty (30) days after the
filing of same. Tenant shall cause its contractor to commence construction of
Tenant's Work promptly and to perform such work diligently and in a good and
workmanlike manner, and its failure to do so shall constitute a default by
Tenant under the Lease, subject to applicable cure periods. If any such
default by Tenant shall occur and is not cured within applicable cure periods,
then Landlord shall have the right (but not the obligation) to pay such costs
to the extent unpaid after five (5) business days notice to Tenant, and xxxx
Tenant for (or deduct from the Tenant Improvement Allowance, as defined below)
any amount so paid by Landlord and (2) Landlord shall be entitled (but not
obligated) at Landlord's sole election to take over the performance of Tenant's
Work if Tenant or its contractor(s) fails to commence or perform Tenant's Work
in a diligent fashion and in a good and workmanlike manner, within ten (10)
days after Landlord's written notice of such failure, and subject to the
allowance, to charge Tenant for all work theretofore performed by or under
Tenant's direction and to pay over the amount of such charge to Tenant's
contractor(s) and/or materialmen, and to xxxx Tenant for any and all costs and
expenses incurred in Landlord's exercise of such self-help remedy.
(b) Tenant Improvement Allowance. Landlord shall pay to Tenant
an allowance (the "Allowance") equal to Seventy Four Thousand Forty and 75/100
Dollars ($74,040.75) as set forth below in this Section 6(b), and Tenant agrees
that the Allowance shall be applied as set forth herein. One-half (1/2) of the
Allowance shall be payable by Landlord to Tenant within thirty (30) days after
Tenant's Work has been fifty percent (50%) completed (the "first payment");
and the final one-half (1/2) of the Allowance shall be payable by Landlord to
Tenant within thirty (30) days after Tenant completes Tenant's Work (the "final
payment"). Tenant will have the right to apply the applicable portion of the
Tenant Improvement Allowance to any or all of its costs of the electrical
metering. Tenant's payment request for any installment of the Allowance must
be accompanied by all (in the case of the final payment) or some of the
following items (in the case of the final payment or the electrical metering),
as indicated.
(i) Verification by Landlord and copies of bills
associated with electrical metering (electrical only).
(ii) A certificate of Tenant's architect that Tenant's
Work is fifty percent (50%) completed, as to the first payment, and has been
substantially completed, as to the final payment, in accordance with the
Approved Plans;
(iii) A copy of the final certificate of use and occupancy
(or its equivalent), if applicable, issued to Tenant by the applicable
government authority (final payment only);
(iii) A copy of the most comprehensive and up-to-date Plans
and Specs then available for Tenant's Work if modified subsequent to the Plans
and Specs last delivered to Landlord (final payment only);
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(iv) A duly executed interim release of liens (first
payment) and a final release of liens (final payment) subject to receipt of the
current payment, executed by Tenant's general contractor and any and all
subcontractors and/or materialmen supplying labor and/or materials in
connection with Tenant's Work, in form and substance reasonably satisfactory to
Landlord, acknowledging payment of one-half (first payment) and in full (final
payment) (subject to receipt of the final payment) for such labor and/or
materials and fully and forever waiving any and all statutory and/or common law
liens which might otherwise be asserted by them against the Premises (or any
portion thereof), and the Property in connection with Tenant's Work to the
applicable extent; and
(v) Notwithstanding the foregoing, any Tenant work not
requiring an Architect or General Contractor (i.e. painting, carpeting, etc.)
and not requiring an Architect's Certificate or a release of liens, shall
require an invoice.
Landlord shall have no obligation to pay either the first payment or
the final payment of the Allowance to Tenant unless and until thirty (30) days
after Landlord has received a payment request with all required attachments
properly supplied.
(c) Inspection. Tenant acknowledges and agrees that Landlord
will have the right to inspect the performance of Tenant's Work by Tenant's
contractor(s) and subcontractor(s), through Landlord's construction manager,
and Tenant agrees to cooperate with Landlord to facilitate such inspection,
including without limitation, (A) using reasonable efforts to notify Landlord
and such construction manager prior to any and all government inspections of
Tenant's Work so that Landlord's construction manager can be present therefor,
(B) permitting Landlord's construction manager free and clear access to the
Premises during the construction period, as necessary to perform such
supervision, and (C) complying (or causing its contractor to comply) with the
reasonable directions of such construction manager in connection with Tenant's
Work, as long as such directions are not inconsistent with the Approved Plans
or changes permitted hereunder.
(d) Unspent Tenant Improvement Allowance. Tenant shall be
allowed to utilize up to twenty percent (20%) of Tenant Improvement Allowance
towards rental abatement, or a rental credit. Tenant can exercise this right
at any time during the term under the First Lease Amendment.
7. General Provisions Regarding Construction. In performance of
Tenant's Work in accordance with this First Lease Amendment, Tenant agrees that
all such work will be performed in a good and workmanlike manner (in accordance
with Section 7(a), above) and that Tenant shall cause its contractor to use
reasonable and diligent efforts not to interfere with ongoing operations in the
Premises and Property. Without limiting the foregoing, Tenant agrees to cause
its contractor to use reasonable and diligent efforts to minimize excess noise,
and to limit its construction activities to the portion of the Premises being
constructed and those portions of the common area in which Tenant is permitted
to perform Tenant's Work in accordance with the Approved Plans. Landlord, upon
request, shall cooperate with Tenant and Tenant's contractor so as to
facilitate Tenant's Work in accordance with the Approved Plans (e.g., providing
the use of elevators, truck docks, and temporary utilities and permit Tenant's
Work) provided such requests are reasonable. If access to portions of the
Property outside of the Premises is required, Landlord shall cooperate in
providing such reasonable access to Tenant and its general contractor and
subcontractors.
Tenant's contractor shall keep all construction areas
reasonably clean and free of trash and debris, and shall monitor the activities
of its contractors, subcontractors and their respective employees with regard
to keeping the Property clean, and not unreasonably interfering with the other
tenants and occupants of the Property in the course of such construction
activities. Tenant agrees to follow (or to cause its contractors and
subcontractors to follow) all reasonable directions given to Tenant or its
contractor and subcontractors by Landlord's construction managers with respect
to non-interference with other tenants of the Property and work in common areas
of the Property.
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Tenant's contractor(s) shall be adequately insured, and shall
carry liability and other insurance (including but not limited to Builder's
Risk Insurance or other equivalent insurance) naming Landlord as an additional
insured and loss payee (as to Builder's risk) in amounts and in form and
substance reasonably satisfactory to Landlord. Tenant's Work shall not
commence, and Tenant's contractor(s) or subcontractors shall not commence any
work in the Premises unless and until Landlord has approved and consented to
the insurance carried by same, which approval shall not be unreasonably
withheld, conditioned or delayed, and Tenant has provided certificates of
insurance therefor to Landlord. Tenant's construction contract shall indemnify
Tenant, Landlord and Landlord's Agent for damages, losses and expenses
associated with the acts and omissions of Tenant's contractor, its agents,
employees and subcontractors, and shall otherwise be subject to Landlord's
prior reasonable approval. All contractors and subcontractors performing any
work for Tenant within the Premises shall be bonded (or bondable), and licensed
to do business in MARYLAND.
Tenant shall provide to Landlord copies of all applications
for permits, copies of all governmental inspection reports and/or certificates,
and any and all notices or violations communicated to Tenant or its contractors
by applicable governmental authorities, promptly upon receipt and/or submission
thereof, as the case may be. Tenant agrees to comply (or to cause its
contractors to comply) with all applicable federal, state and local laws,
regulations and ordinances in the performance of Tenant's Work, and to promptly
rectify any violations of such laws, and Tenant shall be responsible for any
non-compliance by Tenant or its agents, employees and contractors. The
performance of Tenant's Work shall be lien-free and shall be performed in a
good and workmanlike manner.
8. Remedies. In the event Tenant (i) violates the terms of this
Exhibit C-1, or (ii) constructs any improvements in the Premises which are not
within the scope of the Approved Plans, or have not been approved by Landlord
or are not otherwise permitted herein, then in addition to any other remedies
available to Landlord after written notice to Tenant and Tenant's failure to
cure the violation within five (5) business days after receipt of notice,
Landlord shall have the right to cause Tenant and Tenant's contractor to stop
Tenant's Work and to remove any such improvements which have been constructed
in violation of the Approved Plans or this Exhibit C-1 at Tenant's expense, and
to seek any and all appropriate legal and equitable relief in order to enforce
the provisions of this Exhibit C-1.
9. Substantial Completion. The Premises shall be substantially
complete when the Tenant's Work described herein is completed (subject only to
incomplete, minor or insubstantial details of construction; necessary
mechanical adjustments and needed finishing touches that do not unreasonably
interfere with Tenant's intended use of the Premises) and Tenant has obtained a
Certificate of Occupancy for the Premises.
10. Landlord Delays. Landlord acknowledges that delays in
preparation of Approved Plans and/or in the construction of Tenant's Work
caused by Landlord will not result in deferral of the renewal period
Commencement Date and thus Tenant's obligation to pay Rent, additional rent and
other charges due under this First Lease Amendment to Landlord.
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