Common use of ADDENDUM TO Clause in Contracts

ADDENDUM TO. ARTICLE 6 Section 45.01. Tenant shall have the right after prior written notice to Owner and the lessors under all ground or underlying leases, to contest, by appropriate legal proceedings diligently conducted in good faith, at its own cost and expense, the validity or application of any law, order, regulation or direction with which Tenant is required to comply under the provisions of Article 6 provided that: (i) affect any service required to be furnished by Owner to any other tenant or occupant of the Building; (ii) Neither such contest nor Tenant's failure to comply pending such contest shall constitute a default under any ground or underlying lease or under any mortgage affecting any ground or underlying lease, or the Building, or the Real Property; and (iii) Tenant shall obtain and maintain during the pendency of any such contest a bond in form and amount and issued by a surety company reasonably satisfactory to Owner and the lessors under all ground or underlying leases, indemnifying and protecting Owner and the lessors under all ground or underlying leases from and against any and all damages, expenses, losses, injuries, fees including, but not limited to, reasonable counsel fees, penalties, actions, causes of action, suits, costs, claims or judgments arising from such contest or Tenant's non-compliance with any such law, order, regulation or direction. Section 45.02. Supplementing the provisions of Article 6, Owner, at Owner's sole cost and expense, shall comply with all laws, orders and regulations of Federal, State, County and Municipal authorities, and with all directions, pursuant to law, of all public officers which shall impose any duty upon Owner or Tenant with respect to the Demised Premises or the use or occupancy thereof, which Tenant is not required to comply with pursuant to the provisions of Section 6.01, provided, however, Owner shall not be required to so comply until Owner shall have received actual notice of the necessity therefor. Section 45.03. Owner represents to Tenant that the Building is in physical compliance with New York City Local Laws #5, 10 and 16, Section 45.04. Notwithstanding anything contained in Section 6.02 to the contrary, Tenant shall not be deemed to have caused any increase in the fire insurance rates applicable to the Building or property located therein at the beginning of the Demised Term or at any time thereafter, nor shall Tenant be required to make any Alterations in order to comply with any rules, orders, regulations or requirements of the New York Board of Fire Underwriters and the New York Fire Insurance Rating Organization or any similar body, unless such rates are increased, or such Alterations shall be necessitated or occasioned, in whole or in part, by the improper acts, improper 55 A-18

ADDENDUM TO. ARTICLE 6 Section 45.01. 3: ---------------------- In connection with Landlord's mechanical and structural engineers' review, modification, approval, supervisor and/or coordination of plans and specifications for any structural or mechanical work to be performed by Tenant, Tenant shall have pay for such mechanical and structural review work, not to exceed $5,000.00 in the right after prior written notice aggregate. In performing any alterations or installations within the Demised Premises Tenant shall be responsible for the cost of compliance with all applicable governmental rules and regulations including without limitation The Americans With Disabilities Act of 1990 (the "ADA"), Public Law 101-336 42 U.S.C. Secs. 12101 et seq., (other than the fifth (5th) floor bathroom which shall be made ADA compliant by Landlord), together with all amendments thereto which may be adopted from time to Owner time, and the lessors under all ground or underlying leasesregulations and rules promulgated thereunder, to contest, by appropriate legal proceedings diligently conducted in good faithit being understood and agreed that Landlord shall, at its own sole cost and expense, be responsible for compliance with all applicable governmental rules and regulations (including, without limitation, the validity ADA) with respect to the public portions of the Building. Landlord shall comply, at Landlord's sole cost and expense, with all present and future laws, orders, requirements and regulations of all state, federal, municipal and local governments,' departments, commissions and boards with respect to the Demised Premises other than those obligations which are the responsibility of Tenant in accordance with this Lease or application of any law, order, regulation or direction the non-compliance with which is caused by the negligence or manner of use of the Demised Premises (including alterations) by Tenant, its agents, employees and contractors. Landlord represents, warrants and covenants to Tenant is that on the Commencement Date the Demised Premises shall be in full compliance with all applicable federal, state and local laws, rules, orders, regulations and requirement, including, without limitation, the Americans with Disabilities Act and all environmental, pollution, health, safety, fire and building code laws. Notwithstanding anything to the contrary in this Lease, Tenant shall not be required to comply under the provisions of Article 6 provided that: with any law or to cure any illegal condition (i) affect any service required to be furnished by Owner to any other tenant or occupant of the Building; (ii) Neither such contest nor Tenant's failure to comply pending such contest shall constitute a default under any ground or underlying lease or under any mortgage affecting any ground or underlying lease, or the Building, or the Real Property; and (iii) Tenant shall obtain and maintain during the pendency of any such contest a bond in form and amount and issued by a surety company reasonably satisfactory to Owner and the lessors under all ground or underlying leases, indemnifying and protecting Owner and the lessors under all ground or underlying leases from and against any and all damages, expenses, losses, injuries, fees including, but not limited to, reasonable counsel fees, penalties, actions, causes any condition constituting a violation of action, suits, costs, claims any Building code) if the illegality or judgments arising from such contest necessity to comply existed or Tenant's non-compliance with any such law, order, regulation or direction. Section 45.02. Supplementing the provisions arose before Tenant took possession of Article 6, Owner, at Owner's sole cost and expense, shall comply with all laws, orders and regulations of Federal, State, County and Municipal authorities, and with all directions, pursuant to law, of all public officers which shall impose any duty upon Owner or Tenant with respect to the Demised Premises or the use or occupancy thereof, which Tenant is not required to comply with pursuant to the provisions of Section 6.01, provided, however, Owner shall not be required to so comply until Owner shall have received actual notice of the necessity therefor. Section 45.03. Owner represents to Tenant that the Building is in physical compliance with New York City Local Laws #5, 10 and 16, Section 45.04. Notwithstanding anything contained in Section 6.02 to the contrary, Tenant shall not be deemed to have caused any increase in the fire insurance rates applicable to the Building or property located therein at the beginning of the Demised Term or at any time thereafterby reason of any act or omission of Landlord, nor shall Tenant be required to make its employees, agents, contractors, licensees or Invitees, or any Alterations in order to comply with any rules, orders, regulations or requirements tenant of the New York Board of Fire Underwriters and the New York Fire Insurance Rating Organization or any similar body, unless such rates are increased, or such Alterations shall be necessitated or occasioned, in whole or in part, by the improper acts, improper 55 A-18Building.