ALTERATIONS - ADDITIONS. (a) During the Term, Lessee shall make all alterations, renovations, modifications, additions or improvements to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and rearrangement of the Improvements ("Alterations"), which are required by Applicable Law. In addition, Lessee may make any Alterations (which may include, without limitation, destruction or demolition of existing Improvements) without Lessor's consent, provided that: (i) the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price; (ii) no Material Default has occurred and is continuing; and (iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30. (b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that: (i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30; (ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and (iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii). (c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part of the Improvements ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements. (d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein), and such Alterations or Additions, as the case may be, shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end of the Term or within THREE (3) years after commencement of such Alterations, whichever is earlier.
Appears in 2 contracts
Sources: Lease Agreement (Royal Ahold), Lease Agreement (Royal Ahold)
ALTERATIONS - ADDITIONS. (ai) During the Term, Lessee shall make all alterations, renovations, modifications, additions modifications or improvements to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and rearrangement re-arrangement of the Improvements ("Alterations"), which are required by Applicable Law. In addition, Lessee may make any Alterations (which may include, without limitationImprovements, destruction or demolition of existing Improvements) without Lessor's consent, Improvements (provided that:
(i) the cost of that such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30.
(b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition does not reduce the number of existing rentable square feet of the Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a ) and complete reconstruction re-construction of a facility or any part thereof which is included as part of the Leased PropertyProperty (collectively, "Alterations"), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition ----------- which are required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;Applicable Laws and Regulations.
(ii) Provided Lessee has delivered to Lessor at the plans time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of Regulations, the cost of such Alterations and states that such Alterations can be completed prior to the earlier of which is ten percent (A10%) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration or less of the Term; andPurchase Price of the Property, without Lessor's and Lender's consent;
(iii) either Guarantor's Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consent, which consent shall satisfy not be unreasonably withheld;
(iv) In the Minimum event Lessee shall not then maintain a Credit Criteria Rating of Investment Grade or higher, Lessee shall not have the right to make any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not to be unreasonably withheld or delayed, and Lessee shall have delivered to Lessor a letter security for the benefit of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support shall be Lessor and the Lender in form and substance reasonably satisfactory to the Lessor, and in amounts at all times sufficient (and which may be applied, with the consent of Lessor and in an amount equal Lender) to not less than 110% of the cost of complete such Alterations, as indicated in the OfficerAlteration. Lessee's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part of the Improvements ("Additions"), make Alterations is subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein), and such Alterations or Additions, as the case may be, shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end of the Term or within THREE (3) years after commencement of such Alterations, whichever is earlier.conditions that:
Appears in 2 contracts
Sources: Lease Agreement (Wells Real Estate Investment Trust Inc), Lease Agreement (Wells Real Estate Investment Trust Inc)
ALTERATIONS - ADDITIONS. Tenant shall not make any alteration of or addition to the Premises without the prior written approval of Landlord (a) During the Term, Lessee except for work of a decorative nature). Such approval shall make all not be unreasonably withheld for nonstructural interior alterations, renovationsprovided that (i) no Building systems, modificationsstructure, additions or areas outside of the Premises are affected by such proposed alteration, and (ii) if applicable, reasonably detailed plans and specifications for construction of the work, including but not limited to any and all alterations having any impact on or affecting any electrical systems, telecommunications systems, plumbing, HVAC, sprinkler system and interior walls and partitions, are furnished to Landlord for Landlord’s approval in advance of commencement of any work. All such alterations and additions, as well as all fixtures, equipment, improvements and appurtenances installed in and affixed to the ImprovementsPremises at the inception of this Lease term (but excluding Tenant’s trade fixtures and modular furniture systems) shall, includingupon installation and at Landlord’s sole option, without limitationbecome and remain the property of Landlord. All such alterations and additions shall be maintained by Tenant in the same manner and order as Tenant is required to maintain the Premises generally and, construction of new facilities with respect thereto and expansion and rearrangement at Landlord’s option, upon termination of the Improvements term hereof, shall be removed at Tenant’s cost without damage to the Premises upon surrender. Landlord’s option in the preceding sentence will be exercised by written notice to Tenant delivered within thirty ("Alterations"30) days after Landlord receives a request from Tenant in writing (which request may be delivered anytime during the last six (6) months of the term of this Lease). All alterations and additions by Tenant shall be performed in accordance with the plans and specifications therefor submitted to and approved by Landlord, which are required by Applicable Lawin a good and workerlike manner and in conformity with all Governmental Requirements. In addition, Lessee may make any Alterations (which may include, without limitation, destruction or demolition of existing Improvements) without Lessor's consent, provided that:
(i) the cost of all such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred alterations and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30.
(b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support additions shall be performed at Tenant’s sole cost and expense in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part of the Improvements ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet strict compliance with the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required governing work by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative AgreementsTenant’s contractors as set forth below.
(d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein), and such Alterations or Additions, as the case may be, shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end of the Term or within THREE (3) years after commencement of such Alterations, whichever is earlier.
Appears in 2 contracts
Sources: Office Lease (Celator Pharmaceuticals Inc), Office Lease (Celator Pharmaceuticals Inc)
ALTERATIONS - ADDITIONS. (a) During the Term, Lessee Tenant shall not make all alterations, renovations, modifications, any structural alterations or additions or improvements to the ImprovementsPremises, includingbut may make non-structural alterations provided plans therefor prepared and stamped by a licensed architect and/or applicable engineer shall be submitted to Landlord and Landlord consents thereto in writing, which consent for alterations shall not be unreasonably withheld or delayed provided it does not affect the mechanical systems of the Building, or any other tenant space , or the exterior (including windows) of the Building, and does not detract from the continuing utility and structural integrity of the Building or the Property. Landlord’s consent shall not be required for alterations of a purely cosmetic nature (e.g. painting, carpeting, etc.) so long as Tenant provides not less than ten (10) business days notice to Landlord and otherwise complies with the provisions of this Section 11. All permitted alterations shall be at Tenant’s sole expense, shall comply with all applicable Codes and Ordinances and be first class using new and appropriate materials. Tenant shall not permit any mechanic’s or similar lien to be placed upon the Premises or the Property for labor or materials furnished to Tenant or claiming to have been furnished to Tenant in connection with work of any character performed or claimed to have been performed at the direction of Tenant, and Tenant shall cause any such lien to be released of record within seven (7) days without cost to Landlord. All fixtures, alterations and improvements made by Tenant to or at the Premises shall become the property of Landlord at the termination of Tenant’s occupancy or, if requested by Landlord, shall be removed by Tenant at Tenant’s cost and the Premises restored at the end of Tenant’s occupancy. Tenant shall indemnify Landlord and hold it harmless for all loss, cost, damage and expense, including without limitation, construction of new facilities with respect thereto and expansion and rearrangement of the Improvements ("Alterations"), which are required attorneys’ fees incurred by Applicable Law. In addition, Lessee may make any Alterations (which may include, without limitation, destruction Landlord resulting from or demolition of existing Improvements) without Lessor's consent, provided that:
(i) the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30.
(b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration Tenant’s alterations and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii)additions.
(c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part of the Improvements ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein), and such Alterations or Additions, as the case may be, shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end of the Term or within THREE (3) years after commencement of such Alterations, whichever is earlier.
Appears in 2 contracts
ALTERATIONS - ADDITIONS. (a) During the Term, Lessee shall make all alterations, renovations, modifications, additions or improvements to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and rearrangement of the Improvements ("Alterations"), which are required by Applicable Law. In addition, Lessee may make At any Alterations (which may include, without limitation, destruction or demolition of existing Improvements) without Lessor's consent, provided that:
(i) the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30.
(b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed thattime, so long as no Material Event of Default shall have occurred has occurred, and be continuingno Special Incipient Default then exists, the Lessee shall have may, at its own expense, make Additional Improvements to the right to construct on Property; provided, however, that (i) the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part fair market value of the Improvements Property shall not be lessened thereby, and ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(tii) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee such work shall make or cause to be made any Alterations or Additions, it shall do so completed in a good and workmanlike manner free and clear of any Liens for labor, services or materials (subject to Section 18 hereof) and in compliance with Applicable Law all applicable Legal Requirements and Insurance Requirements, (subject iii) the structural integrity of the Improvements shall not be impaired thereby, and (iv) any "Material Improvements" (as defined below) shall have been approved in writing by Agent prior to commencement thereof (which approval shall not be unreasonably withheld or delayed). "Additional Improvements" means additions or alterations of the Improvements made by or for the Lessee and "Material Improvements" means Additional Improvements which have a cost in excess of $350,000.00 (for this purpose related segments of Additional Improvements on any given Parcel (but not similar activities occurring on separate Parcels) shall be aggregated). The installation or modification of Lessee's contest rights Equipment inside any Improvements will not be treated as provided hereinAdditional Improvements for purposes hereof. The Lessee shall be permitted, with the consent of the Agent (which consent shall not be unreasonably withheld), at any time during, or upon the expiration or termination of, the Term, and at its sole cost and expense, to remove any such Alterations Additional Improvements to the Property; provided, however, that, in the reasonable discretion of Agent, such removal shall not impair the use or Additions, as reduce the case may be, fair market value of the Property below its fair market value on commencement of the Term and that such removal shall not cause a violation of any Legal Requirement or Insurance Requirement. Any damage to the Property or any part thereof caused by such removal shall promptly be repaired by the Lessee and the Property or part thereof shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue restored to its condition (or the completion of such Alterations and, in any event, shall complete such Alterations reasonable equivalent thereof) as it existed immediately prior to the date occurring ONE HUNDRED EIGHTY (180) days before construction of such Additional Improvements, at the end Lessee's sole cost and expense. The Lessee may place upon the Property or any part thereof any inventory, fixtures, machinery, equipment or other property belonging to the Lessee or third parties and remove the same at any time during the Term and at the request of the Term Lessor or within THREE Agent shall remove the same at the expiration or termination hereof unless the Lessee shall have purchased the Property pursuant to the terms hereof; provided that any damage to the Property or any part thereof caused by such removal shall promptly be repaired by the Lessee and the Property or such part thereof shall be restored to its condition (3or the reasonable equivalent thereof) years after commencement as it existed immediately prior to the placement of any such Alterationsproperty upon the Property, whichever is earlierall at the Lessee's sole cost and expense.
Appears in 2 contracts
Sources: Master Lease (Pep Boys Manny Moe & Jack), Master Lease (Pep Boys Manny Moe & Jack)
ALTERATIONS - ADDITIONS. (a) During the Term, Lessee shall make all alterations, renovations, modifications, additions or improvements to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and rearrangement of the Improvements ("Alterations"), which are required by Applicable Law. In addition, Lessee may make any Alterations (which may include, without limitation, destruction or demolition of existing Improvements) without Lessor's consent, provided that:
(i) the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30.
(b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed that, so So long as no Material Event of Default shall have occurred and be continuing, Lessee the Mortgagor shall have the right to construct on the Siteright, without the prior written consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part of the Improvements ("Additions")Mortgagee, subject at any time and from time to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do nottime to make, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee shall make or cause to be made or permit the Operating Lessee to make non-structural alterations of and additions to the Premises, or any Alterations part thereof, provided, that any alteration or Additionsaddition:
(i) shall not change the general character of the Premises, it reduce the number of guest rooms in the Premises by more than five percent (5%) of the total number of guest rooms in the Premises prior to such alteration or reduce the fair market value of the Premises which would be obtained in an arm's length transaction between an informed and willing buyer and an informed and willing seller, under no compulsion, respectively, to buy or sell, as reasonably determined by the Administrative Agent;
(ii) shall do so not adversely affect the structural integrity of the Premises or materially and adversely affect the operation, maintenance and management of the Premises as a hotel in accordance with Section 5.03 of the Credit Agreement;
(iii) shall be effected in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein)in all material respects with, and such Alterations only to the extent permitted by, all laws, rules, regulations, codes, ordinances, permits and licenses, the Management Agreement, the Franchise Agreement, any ground lease and the Leases;
(iv) shall be promptly and fully paid for, or Additionscaused to be paid for, by the Mortgagor or the Operating Lessee, as the case may be; and
(v) costing more than an aggregate, together with all other additions and alterations, of $250,000 in any one year shall be free made (A) only after the Mortgagor shall have given the Mortgagee notice thereof, (B) under the supervision of Liens other than Permitted Liensan architect or engineer of recognized standing and expertise in the supervision of alterations or additions similar in nature to the proposed alterations or additions and (C) only after the Mortgagee shall have consented in writing thereto, which consent shall not be unreasonably withheld or delayed. Whenever Lessee is making AlterationsAll alterations of and additions to the Premises owned by the Mortgagor shall immediately become and shall remain a part of the Mortgaged Property, Lessee subject to the conveyance and lien of this Mortgage. Except as otherwise provided in this Section 10, the Mortgagor shall commence such Alterations promptly andnot, once commencedwithout the prior written consent of the Mortgagee, shall diligently pursue the completion of such Alterations andalter, add to or otherwise do any construction on, in or about the Premises, or permit any eventof the foregoing to be done. The Mortgagor shall maintain adequate books and records of all improvements and alterations of the Premises, including drawings marked to reflect as-built conditions, substitutions and approved changes. At the Mortgagee's request, the Mortgagor shall complete provide copies of all such Alterations prior documentation to the date occurring ONE HUNDRED EIGHTY (180) days before Mortgagee, at the end of the Term or within THREE (3) years after commencement of such Alterations, whichever is earlierMortgagor's sole cost and expense.
Appears in 1 contract
ALTERATIONS - ADDITIONS. (a) During the Term, Lessee Tenant shall not make all alterations, renovations, modifications, any structural alterations or additions or improvements to the ImprovementsPremises, includingbut may make non-structural alterations provided plans therefor prepared and stamped by a licensed architect and/or applicable engineer shall be submitted to Landlord and Landlord consents thereto in writing, which consent for alterations shall not be unreasonably withheld or delayed provided it does not affect the mechanical systems of the Building, or any other tenant space , or the exterior (including windows) of the Building, and does not detract from the continuing utility and structural integrity of the Building or the Property. ▇▇▇▇▇▇▇▇’s consent shall not be required for alterations of a purely cosmetic nature (e.g. painting, carpeting, etc.) so long as Tenant provides not less than ten (10) business days notice to Landlord and otherwise complies with the provisions of this Section 11. All permitted alterations shall be at Tenant’s sole expense, shall comply with all applicable Codes and Ordinances and be first class using new and appropriate materials. Tenant shall not permit any mechanic’s or similar lien to be placed upon the Premises or the Property for labor or materials furnished to Tenant or claiming to have been furnished to Tenant in connection with work of any character performed or claimed to have been performed at the direction of Tenant, and Tenant shall cause any such lien to be released of record within seven (7) days without cost to Landlord. All fixtures, alterations and improvements made by Tenant to or at the Premises shall become the property of Landlord at the termination of Tenant’s occupancy or, if requested by Landlord, shall be removed by Tenant at Tenant’s cost and the Premises restored at the end of Tenant’s occupancy. Tenant shall indemnify Landlord and hold it harmless for all loss, cost, damage and expense, including without limitation, construction of new facilities with respect thereto and expansion and rearrangement of the Improvements ("Alterations"), which are required attorneys’ fees incurred by Applicable Law. In addition, Lessee may make any Alterations (which may include, without limitation, destruction Landlord resulting from or demolition of existing Improvements) without Lessor's consent, provided that:
(i) the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30.
(b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration Tenant’s alterations and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii)additions.
(c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part of the Improvements ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein), and such Alterations or Additions, as the case may be, shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end of the Term or within THREE (3) years after commencement of such Alterations, whichever is earlier.
Appears in 1 contract
Sources: Lease (Cyber-Ark Software Ltd.)
ALTERATIONS - ADDITIONS. The LESSEE shall not make structural alterations or additions to the Leased Premises, but may make non-structural alterations and improvements, provided the LESSOR consents thereto in advance in writing in each instance, (aprovided that no consent will be needed for any alterations less than $15,000) During which consent shall not be unreasonably withheld or delayed provided that LESSOR is furnished with detailed plans and specifications reasonably approved by LESSOR. All such allowed alterations or additions shall be at LESSEE's expense and shall be in quality at least equal to the Termpresent construction. LESSEE shall not permit any mechanics' liens, Lessee or similar liens, to remain upon the Leased Premises for labor and materials furnished to LESSEE or claimed to have been furnished to LESSEE in connection with the work of any character performed or claimed to have been performed at the direction of LESSEE, and shall make all cause any such lien to be released of record forthwith without cost to LESSOR. Any alterations, renovations, modifications, additions or improvements to made by the ImprovementsLESSEE, includingexcept for moveable partitions and furnishings, without limitationinstalled at the LESSEE's cost, construction of new facilities with respect thereto and expansion and rearrangement shall become the property of the Improvements ("Alterations"), which are required by Applicable Law. In addition, Lessee may make any Alterations (which may include, without limitation, destruction or demolition of existing Improvements) without Lessor's consent, provided that:
(i) LESSOR at the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life termination of the Leased Property below the Fair Market ValueLease as provided herein. With respect to all such LESSEE work, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized LESSEE further agrees as "limited use property" as defined in Revenue Procedure 76-30.
(b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states follows: that such Alterations can be completed prior work shall commence only after all required municipal and other governmental permits and authorizations have been obtained (the LESSOR agreeing to join in any application therefor at the earlier of (ALESSEE's expense, whenever necessary) three years after commencement of and all such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support work shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part of the Improvements ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so done in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein)building and zoning laws and with all other laws, ordinances, regulations and requirements of all federal, state and municipal agencies, and in accordance with the requirements and policies issued by any insurer of LESSOR or LESSEE; that all such Alterations or Additions, as the case may be, work shall be free prosecuted with reasonable dispatch to completion; that at all times when any such work is in progress, LESSEE shall maintain or cause to be maintained adequate workers' compensation insurance for those employed in connection therewith with respect to whom death or injury claims could be asserted against LESSOR, the LESSEE or the Leased Premises and comprehensive general liability or builder's risk insurance (for mutual benefit of Liens LESSEE and LESSOR) in coverages reasonably approved by LESSOR; and that such work of LESSEE shall be coordinated with any work being performed by LESSOR and other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end tenants of the Term building in which the work is taking place in such manner as to maintain harmonious labor relations and not to interfere with the operation of the Building or within THREE (3) years after commencement the Complex or the construction work of such Alterations, whichever is earlierothers.
Appears in 1 contract
ALTERATIONS - ADDITIONS. (a) During the Term, Lessee The LESSEE shall not make all alterations, renovations, modifications, structural alterations or additions or improvements to the ImprovementsLeased Premises, includingbut may make nonstructural alterations and improvements having an aggregate cost of less than five thousand ($5,000.00) dollars without LESSOR's consent. All other nonstructural alterations and improvements may be made to the Leased Premises by LESSEE, without limitation, construction of new facilities with respect provided the LESSOR consents thereto and expansion and rearrangement of the Improvements ("Alterations")in advance in writing in each instance, which are required consent shall not be unreasonably withheld, conditioned or delayed provided that LESSOR is furnished with detailed plans and specifications reasonably approved by Applicable LawLESSOR. In addition, Lessee may make any Alterations All such allowed alterations or additions shall be at LESSEE's expense (which may include, without limitation, destruction or demolition of existing Improvements) without Lessor's consent, provided that:
(i) the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior except to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized as "limited use property" extent of LESSOR's tenant improvement allowances as defined in Revenue Procedure 76-30.
(bParagraph 3.2.1 above) Lessee may also make Alterations (which may include, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support shall be in form reasonably satisfactory to Lessor and in an amount quality at least equal to the present first floor construction (although second floor construction does not less than 110% require dropped ceilings if LESSEE so decides). LESSEE shall not permit any mechanics' liens, or similar liens, to remain upon the Leased Premises for labor and materials furnished to LESSEE or claimed to have been furnished to LESSEE in connection with work of any character performed or claimed to have been performed at the direction of LESSEE, and shall cause any such lien to be released of record or bonded-off in a manner acceptable to LESSOR and its title insurance company forthwith without cost to LESSOR. Any alterations, or improvements made by the LESSEE, except for moveable partitions and furnishings, installed at the LESSEE's cost, shall become the property of the cost LESSOR at the termination of Lease as provided herein. With respect to all such AlterationsLESSEE work, LESSEE further agrees as indicated in the Officer's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed that, so long as no Material Default follows: that such work shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings commence only after all required municipal and other facilities governmental permits and authorizations have been obtained (includingthe LESSOR agreeing to join in any application therefor at the LESSEE's expense, without limitation, gas station facilities and/or improvementswhenever necessary) which are not an integral part of the Improvements ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee all such work shall make or cause to be made any Alterations or Additions, it shall do so done in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein)building and zoning laws and with all other laws, ordinances, regulations and requirements of all federal, state and municipal agencies, and in accordance with the requirements and policies issued by any insurer of LESSOR or LESSEE; that all such Alterations or Additions, as the case may be, work shall be free prosecuted with reasonable dispatch to completion; that at all times when any such work is in progress, LESSEE shall maintain or cause to be maintained adequate worker's compensation insurance for those employed in connection therewith with respect to whom death or injury claims could be asserted against LESSOR, the LESSEE or the Leased Premises and comprehensive general liability or builder's risk insurance (for mutual benefit of Liens LESSEE and LESSOR) in coverages reasonably approved by LESSOR; and that all such work of LESSEE shall be coordinated with any work being performed by LESSOR and other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end tenants of the Term building in which the work is taking place in such manner as to maintain harmonious labor relations and not to interfere with the operation of the Building or within THREE (3) years after commencement the Complex or the construction work of such Alterations, whichever is earlierothers.
Appears in 1 contract
Sources: Lease (Rowecom Inc)
ALTERATIONS - ADDITIONS. (a) During the Term, Lessee The LESSEE shall not make all alterations, renovations, modifications, structural alterations or additions or improvements to the Improvementsleased PREMISES or alterations or repairs to the Building Systems (such as HVAC, includingplumbing and electrical systems), without limitationbut may make non-structural alterations provided the LESSOR consents thereto in writing, construction of new facilities with respect thereto and expansion and rearrangement which consent shall not be unreasonably withheld, conditioned or delayed, provided the quality of the Improvements ("Alterations")alteration is equal to or better than the improvements previously existing. No wiring may be affixed to sprinkler pipes in the Building. Notwithstanding the foregoing, which are required by Applicable Law. In addition, Lessee LESSEE may make any Alterations (which may include, alterations to the Premises without limitation, destruction or demolition of existing Improvements) without LessorLESSOR's consent, which shall not be unreasonably withheld, conditioned or delayed, provided that:
(i) the cost quality of such Alterations (including any related destruction the alteration is equal to or demolition) is reasonably expected to be less better than 15% of Lessor's Purchase Price;
the improvements previously existing; (ii) no Material Default has occurred and is continuing; and
the aggregate cost of all alterations not consented to by LESSOR in any two (2) month period are less $5,000, (iii) such Alterations the alterations do not decrease involve or effect the Building Structure or systems (other than such as, but not limited to a de minimis extentHVAC, and plumbing and electrical) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior and (iv) such alterations do not involve attachments to the Alterationswall, assuming except for pictures, paintings, clocks and other items commonly hung on the Leased Property was walls of offices in the condition required by this LeaseBoston, or cause the Leased Property to Massachusetts area. All such allowed alterations shall be characterized as "limited use property" as defined in Revenue Procedure 76-30.
(b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessorat LESSEE's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans expense and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support shall be in form reasonably satisfactory to Lessor and in an amount quality at least equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part of the Improvements ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so in a good and workmanlike manner present construction and in compliance with Applicable Law (subject all applicable laws. For any alterations requiring LESSOR consent, LESSEE shall use only contractors and mechanics approved by LESSOR and shall not proceed until LESSOR has approved LESSEE's plans for the alterations, which plans shall be in reasonable detail. LESSEE shall not permit any mechanics' liens, or similar liens, to Lessee's contest rights remain upon the leased PREMISES for labor and material furnished to LESSEE or claimed to have been furnished to LESSEE in connection with work of any character performed or claimed to have been performed at the direction of LESSEE and shall cause any such lien to be released of record forthwith without cost to LESSOR. Any alterations or improvements made by the LESSEE and affixed to the PREMISES shall become the property of the LESSOR at the termination of occupancy as provided herein), and such Alterations or Additions, as the case may be, shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end of the Term or within THREE (3) years after commencement of such Alterations, whichever is earlier.
Appears in 1 contract
Sources: Lease (Bridgeline Software, Inc.)
ALTERATIONS - ADDITIONS. (a) During the Term, Lessee shall make all alterations, renovations, modifications, additions or improvements to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and rearrangement of the Improvements ("Alterations"), which are required by Applicable Law. In addition, Lessee may make At any Alterations (which may include, without limitation, destruction or demolition of existing Improvements) without Lessor's consent, provided that:
(i) the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30.
(b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed thattime, so long as no Material Event of Default shall have occurred has occurred, and be continuingno Special Incipient Default then exists, the Lessee shall have may, at its own expense, make Additional Improvements to the right to construct on Property; provided, however, that (i) the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part fair market value of the Improvements Property shall not be lessened thereby, and ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(tii) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee such work shall make or cause to be made any Alterations or Additions, it shall do so completed in a good and workmanlike manner free and clear of any Liens for labor, services or materials (subject to Section 18 hereof) and in compliance with Applicable Law all applicable Legal Requirements and Insurance Requirements, (subject iii) the structural integrity of the Improvements shall not be impaired thereby, and (iv) any "Material Improvements" (as defined below) shall have been approved in writing by Agent prior to commencement thereof (which approval shall not be unreasonably withheld or delayed). "Additional Improvements" means additions or alterations of the Improvements made by or for the Lessee and\ "Material Improvements" means Additional Improvements which have a cost in excess of $350,000.00 (for this purpose related segments of Additional Improvements on any given Parcel (but not similar activities occurring on separate Parcels) shall be aggregated). The installation or modification of Lessee's contest rights Equipment inside any Improvements will not be treated as provided hereinAdditional Improvements for purposes hereof. The Lessee shall be permitted, with the consent of the Agent (which consent shall not be unreasonably withheld), at any time during, or upon the expiration or termination of, the Term, and at its sole cost and expense, to remove any such Alterations Additional Improvements to the Property; provided, however, that, in the reasonable discretion of Agent, such removal shall not impair the use or Additions, as reduce the case may be, fair market value of the Property below its fair market value on commencement of the Term and that such removal shall not cause a violation of any Legal Requirement or Insurance Requirement. Any damage to the Property or any part thereof caused by such removal shall promptly be repaired by the Lessee and the Property or part thereof shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue restored to its condition (or the completion of such Alterations and, in any event, shall complete such Alterations reasonable equivalent thereof) as it existed immediately prior to the date occurring ONE HUNDRED EIGHTY (180) days before construction of such Additional Improvements, at the end Lessee's sole cost and expense. The Lessee may place upon the Property or any part thereof any inventory, fixtures, machinery, equipment or other property belonging to the Lessee or third parties and remove the same at any time during the Term and at the request of the Term Lessor or within THREE Agent shall remove the same at the expiration or termination hereof unless the Lessee shall have purchased the Property pursuant to the terms hereof; provided that any damage to the Property or any part thereof caused by such removal shall promptly be repaired by the Lessee and the Property or such part thereof shall be restored to its condition (3or the reasonable equivalent thereof) years after commencement as it existed immediately prior to the placement of any such Alterationsproperty upon the Property, whichever is earlierall at the Lessee's sole cost and expense.
Appears in 1 contract
ALTERATIONS - ADDITIONS. (a) During Other than the TermTenant Improvements, Lessee the construction of which shall be governed by Paragraph 3.3, the SUBLESSEE shall not make all alterations, renovations, modifications, structural alterations or additions or improvements to the ImprovementsLeased Premises, includingbut may make non-structural alterations and improvements costing less than fifty thousand ($50,000.00) dollars in the aggregate which does not in any way affect the Building systems and for which it has provided SUBLESSOR with plans and specifications for such work at least five (5) days prior to commencement of such alterations. SUBLESSEE may make non-structural improvements costing more than fifty thousand ($50,000.00) dollars in the aggregate which does not affect Building systems, without limitation, construction of new facilities with respect provided the SUBLESSOR consents thereto and expansion and rearrangement of the Improvements ("Alterations")in advance in writing in each instance, which are required consent shall not be unreasonably withheld or delayed so long as SUBLESSOR is furnished with detailed plans and specifications to be reasonably approved by Applicable LawSUBLESSOR. In addition, Lessee may make Failure to disapprove any Alterations such plans within fifteen (which may include, without limitation, destruction or demolition 15) business days of existing Improvements) without Lessor's consent, provided that:
(i) the cost receipt of such Alterations (including any related destruction plans shall be deemed approval. All such allowed alterations or demolition) is reasonably expected to additions shall be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred at SUBLESSEE'S sole cost and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior expense and shall be in quality at least equal to the Alterations, assuming the Leased Property was Tenant Improvement construction referred to in the condition required by this Lease, or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30Paragraph 3.3.
(b) Lessee may also make Alterations (which may includeSUBLESSEE shall not permit any mechanics' liens, without limitationor similar liens, destruction to remain upon the Leased Premises for labor and materials furnished to SUBLESSEE or demolition claimed to have been furnished to SUBLESSEE in connection with the work of existing Improvements)any character performed or claimed to have been performed at the direction of SUBLESSEE, the cost of which are reasonably expected and shall cause any such lien to be equal released of record or sufficiently bonded forthwith without cost to SUBLESSOR. Any alterations, additions or greater than 15% improvements made by the SUBLESSEE, pursuant to this Paragraph 11, except for equipment, moveable partitions and furnishings identified in writing as such at the time SUBLESSEE seeks consent from SUBLESSOR to perform such non-structural alterations, leased or installed at the SUBLESSEE'S cost, shall become the property of Lessor's Purchase Pricethe SUBLESSOR at the termination of the SUBLEASE as provided herein.
(c) Anything herein or in the Prime Lease to the contrary notwithstanding, without Lessor's consent all business and trade fixtures, machinery and equipment (including, without limitation, Alterations scientific and business equipment and installations); communications and office equipment, whether or not attached to or built into the Premises; and all furniture, furnishing and other movable articles of personal property owned by SUBLESSEE and located in the Premises (all of which involve a complete reconstruction are herein referred to as "Sublessee's Property") shall remain the property of a facility SUBLESSEE and may be removed by SUBLESSEE or any part thereof which is included as part person claiming under SUBLESSEE at any time or times during the Lease Term, and may be removed by SUBLESSEE at the expiration or earlier termination of the Leased Lease Term. Upon any removal by SUBLESSEE of SUBLESSEE's Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility SUBLESSEE shall repair or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of pay the cost of such Alterations and states that such Alterations can be completed prior repairing any damage to the earlier of (A) three years after commencement of Premises or the Building occasioned by such Alterations removal and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria restore or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of pay the cost of such Alterationsrestoring the Leased Premises to the condition which existed after the completion of the Tenant's improvements or any approved alteration or addition, as indicated in the Officer's Certificate delivered pursuant case may be. With respect to clause (ii).
(c) It is understood and agreed thatall such SUBLESSEE work, so long SUBLESSEE further agrees as no Material Default follows: that such work shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings commence only after all required municipal and other facilities governmental permits and authorizations have been obtained (includingthe SUBLESSOR agreeing to join in any application therefor at the SUBLESSEE'S expense, without limitation, gas station facilities and/or improvementswhenever necessary) which are not an integral part of the Improvements ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee all such work shall make or cause to be made any Alterations or Additions, it shall do so done in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein)building and zoning laws and with all other laws, ordinances, regulations and requirements of all federal, state and municipal agencies, and in accordance with the requirements and policies issued by any insurer of SUBLESSOR or SUBLESSEE; that all such Alterations or Additions, as the case may be, work shall be free prosecuted with reasonable dispatch to completion; that at all times when any such work is in progress, SUBLESSEE shall maintain or cause to be maintained adequate workmen's compensation insurance for those employed in connection therewith with respect to whom death or injury claims could be asserted against SUBLESSOR, the SUBLESSEE or the Leased Premises and comprehensive general liability or builder's risk insurance (for mutual benefit of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations andSUBLESSEE and SUBLESSOR, in coverages reasonably approved by SUBLESSOR; and that all such work of SUBLESSEE shall be coordinated with any event, shall complete work being performed in the Building in such Alterations prior manner as to maintain harmonious labor relations and not to interfere with the date occurring ONE HUNDRED EIGHTY (180) days before the end operation of the Term Building or within THREE (3) years after commencement the Complex or the construction work of such Alterations, whichever is earlierothers.
Appears in 1 contract
ALTERATIONS - ADDITIONS. (a) During The Sublessee shall not make structural alterations or additions to Premises, but may make non-structural alterations provided the TermSublessor consents thereto in writing, Lessee which consent shall make all alterationsnot be unreasonably withheld or delayed. All such allowed alterations shall be at Sublessee's expense and shall be in quality at least equal to the present construction. Sublessee shall not permit any mechanics' liens, renovationsor similar liens, modifications, additions to remain upon the Premises for labor furnished to Sublessee or claimed to have been furnished to Sublessee in connection with work of any character performed or claimed to have been performed at the direction of Sublessee and shall cause any such lien to be released of record forthwith without cost to Sublessor. Any alterations or improvements made by the Sublessee shall become the property of the Sublessor at the termination of occupancy as provided herein. Sublessee, as a condition for receiving Sublessor's approval herein, may be required to remove said improvements or alterations at the expiration or earlier termination hereof. Sublessor consents to the Improvements, including, improvements to be performed by Sublessee as more particularly described in Attachment B hereto. Sublessee may make minor alterations (which shall be deemed to consist of those nonstructural alterations costing less than $10,000 in aggregate for each calendar year) without limitation, construction the consent of new facilities with respect thereto and expansion and rearrangement of the Improvements ("Alterations"), which are required by Applicable LawSublessor. In addition, Lessee may make any Alterations (which may includeSublessee, without limitationat its own expense, destruction or demolition of existing Improvements) without Lessor's consent, provided that:
(i) shall be permitted to place interior signage in the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life lobby of the Leased Property below Building, on the Fair Market Value, expected residual value, condition, utility or remaining economic useful life doors leading to the lobby of the Leased Property immediately prior to the Alterations, assuming the Leased Property was Building and on floors in the condition required by this LeaseBuilding in which the Premises are contained, or cause and two "tombstones" at the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30.
(b) Lessee may also make Alterations (which may includeBuilding entrances, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans front and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part of the Improvements ("Additions")rear, subject to the execution and delivery consent of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease Landlord and the other Operative Agreements.
(d) If Lessee shall make or cause consent of Sublessor, such consent not to be made any Alterations unreasonably withheld or Additionsdelayed, it provided said tombstones shall do so in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein), and such Alterations or Additions, as the case may be, shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end of the Term or within THREE (3) years after commencement of such Alterations, whichever is earliermeet all code requirements.
Appears in 1 contract
Sources: Sublease (Converse Inc)
ALTERATIONS - ADDITIONS. The LESSEE shall not make structural ----------------------- alterations or additions to the Leased Premises, but may make nonstructural alterations and improvements, provided the LESSOR consents thereto in advance in writing in each instance, which consent shall not be unreasonably withheld or delayed provided that LESSOR is furnished with detailed plans and specifications reasonably approved by LESSOR. Notwithstanding the foregoing, LESSEE shall not be required to obtain LESSOR's consent (abut will provide LESSOR with prior written notice of, and to the extent required, permits for) During any alterations to the TermLeased Premises by LESSEE that (i) cost less than Ten Thousand Dollars ($10,000), Lessee (ii) do not affect the electrical, mechanical, plumbing, sewage, heating, ventilating or air conditioning systems serving the Building, and (iii) are not structural in nature. All such allowed alterations or additions shall make all be at LESSEE's expense and shall be in quality at least equal to the present construction. LESSEE shall not permit any mechanics' liens, or similar liens, to remain upon the Leased Premises for labor and materials furnished to LESSEE or claimed to have been furnished to LESSEE in connection with the work of any character performed or claimed to have been performed at the direction of LESSEE, and shall cause any such lien to be released of record forthwith without cost to LESSOR. Any alterations, renovations, modifications, additions or improvements to made by the ImprovementsLESSEE, includingexcept for moveable partitions and furnishings, without limitationinstalled at the LESSEE's cost, construction of new facilities with respect thereto and expansion and rearrangement shall become the property of the Improvements ("Alterations"), which are required by Applicable Law. In addition, Lessee may make any Alterations (which may include, without limitation, destruction or demolition of existing Improvements) without Lessor's consent, provided that:
(i) LESSOR at the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life termination of the Leased Property below the Fair Market ValueLease as provided herein. With respect to all such LESSEE work, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized LESSEE further agrees as "limited use property" as defined in Revenue Procedure 76-30.
(b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states follows: that such Alterations can be completed prior work shall commence only after all required municipal and other governmental permits and authorizations have been obtained (the LESSOR agreeing to join in any application therefor at the earlier of (ALESSEE's expense, whenever necessary) three years after commencement of and all such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support work shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part of the Improvements ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so done in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein)building and zoning laws and with all other laws, ordinances, regulations and requirements of all federal, state and municipal agencies, and in accordance with the requirements and policies issued by any insurer of LESSOR or LESSEE; that all such Alterations or Additions, as the case may be, work shall be free prosecuted with reasonable dispatch to completion; that at all times when any such work is in progress, LESSEE shall maintain or cause to be maintained adequate workers' compensation insurance for those employed in connection therewith with respect to whom death or injury claims could be asserted against LESSOR, the LESSEE or the Leased Premises and comprehensive general liability or builder's risk insurance (for mutual benefit of Liens LESSEE and LESSOR) in coverages reasonably approved by LESSOR: and that all such work of LESSEE shall be coordinated with any work being performed by LESSOR and other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end tenants of the Term Building in which the work is taking place in such manner as to maintain harmonious labor relations and not to interfere with the operation of the Building or within THREE (3) years after commencement of such Alterations, whichever is earlier.the Complex or the construction
Appears in 1 contract
Sources: Lease (Giga Information Group Inc)
ALTERATIONS - ADDITIONS. 10.7.1 For each and every alteration, addition or improvement Tenant wishes to make, Tenant shall first (ai) During submit to Landlord a detailed description thereof, and (ii) obtain Landlord's written approval thereof. Provided that the Termproposed alteration, Lessee addition or improvement does not in Landlord's judgment involve any material modification to the Property's exterior or its external appearance, or its structural, mechanical, HVAC, electrical, or plumbing systems or components, such approval shall make all not be unreasonably withheld or delayed, but may be conditioned upon compliance with reasonable requirements of Landlord. Landlord may withhold its approval in its absolute and sole discretion with respect to each such alteration, addition or improvement which Landlord determines involves any modification to the Property's exterior or its external appearance, or its structural, electrical, mechanical, HVAC or plumbing systems or any components thereof.
10.7.2 Tenant shall not permit any financing statement or statements to be filed with respect to any of the Tenant Work or any alterations, renovations, modifications, additions or improvements made by Tenant. All fixtures attached to the ImprovementsPremises (other than Tenant's trade and business fixtures and equipment) shall, includingunless Landlord gives Tenant notice to remove them, remain at the Premises at the expiration or sooner termination of this Lease and become the property of Landlord without limitationpayment therefor or, construction of new facilities with respect thereto and expansion and rearrangement at Landlord's option, after notice to Tenant, any or all of the Improvements foregoing which may be designated by Landlord in such removal notice shall be removed at the sole cost of Tenant before such expiration or sooner termination and in such event, Tenant shall repair all damage to the Premises caused by the installation or removal thereof, and shall restore the Premises to its original improved condition ("Alterations"ordinary wear and tear excepted), which are required by Applicable Lawon or before the expiration or termination of this Lease. In additionShould Tenant fail to remove the same or restore the Premises, Lessee Landlord may make any Alterations (which may includecause same to be removed and/or the Premises to be restored at Tenant's expense, without limitation, destruction or demolition of existing Improvements) without Lessor's consent, provided that:
(i) and Tenant hereby agrees to pay Landlord the actual cost of such Alterations (including removal and/or restoration, together with any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life all damages which Landlord may suffer and sustain by reason of the Leased Property below failure of Tenant to remove the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of same and/or restore the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized Premises as "limited use property" as defined in Revenue Procedure 76-30herein provided.
(b) Lessee may also make Alterations (which may include10.7.3 All such alterations, without limitation, destruction additions or demolition of existing Improvements), the improvements shall be performed at Tenant's cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction the costs of a facility permits therefor) by Landlord or any part thereof which is included as part one or more contractors reasonably approved by Landlord and Tenant, and shall be subject to all applicable requirements of the Leased Property)Section 7 hereof.
10.7.4 Tenant shall not place, provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property or allow to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit placed, any sign, advertising matter, lettering, stand, booth, showcase or other form of credit support from an entity which meets article or matter in or upon the Minimum Credit Criteria, which credit support shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of Premises and/or the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the SiteProperty, without the prior written consent or approval of LessorLandlord which may be withheld in its sole discretion, additional buildings excepting only such signs and other facilities (including, without limitation, gas station facilities and/or improvements) the like which are located exclusively within the Premises and are not an integral part visible in or extend into any common area of the Improvements ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein), and such Alterations or Additions, as the case may be, shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end of the Term or within THREE (3) years after commencement of such Alterations, whichever is earlier.
Appears in 1 contract
Sources: Office Lease (Quality Systems Inc)
ALTERATIONS - ADDITIONS. 10.7.1. For each and every alteration, addition or improvement Tenant wishes to make, Tenant shall first (ai) During submit to Landlord a detailed description thereof, and (ii) obtain Landlord's written approval thereof.
10.7.2. Provided that the Termproposed alteration, Lessee addition or improvement does not in Landlord's judgment involve any material modification to the Property's exterior or its external appearance, or its structural, mechanical, HVAC, electrical, or plumbing systems or components, such approval shall make all not be unreasonably withheld or delayed, but may be conditioned upon compliance with reasonable requirements of Landlord.
10.7.3. Landlord may withhold its approval in its absolute and sole discretion with respect to each such alteration, addition or improvement which Landlord determines involves any modification to the Property's exterior or its external appearance, or its structural, electrical, mechanical, HVAC or plumbing systems or any components thereof.
10.7.4. Tenant shall not permit any financing statement or statements to be filed with respect to any of the Tenant Work or any alterations, renovations, modifications, additions or improvements made by Tenant. All fixtures attached to the ImprovementsPremises (other than Tenant's trade and business fixtures and equipment) shall, includingunless Landlord gives Tenant notice to remove them, remain at the Premises at the expiration or sooner termination of this Lease and become the property of Landlord without limitationpayment therefor or, construction of new facilities with respect thereto and expansion and rearrangement at Landlord's option, after notice to Tenant, any or all of the Improvements foregoing which may be designated by Landlord in such removal notice shall be removed at the sole cost of Tenant before such expiration or sooner termination and in such event, Tenant shall repair all damage to the Premises caused by the installation or removal thereof, and shall restore the Premises to its original improved condition ("Alterations"ordinary wear and tear excepted), which are required by Applicable Lawon or before the expiration or termination of this Lease. In additionShould Tenant fail to remove the same or restore the Premises, Lessee Landlord may make any Alterations (which may includecause same to be removed and/or the Premises to be restored at Tenant's expense, without limitation, destruction or demolition of existing Improvements) without Lessor's consent, provided that:
(i) and Tenant hereby agrees to pay Landlord the actual cost of such Alterations (including removal and/or restoration, together with any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life all damages which Landlord may suffer and sustain by reason of the Leased Property below failure of Tenant to remove the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of same and/or restore the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized Premises as "limited use property" as defined in Revenue Procedure 76-30herein provided.
(b) Lessee may also make Alterations (which may include10.7.5. All such alterations, without limitation, destruction additions or demolition of existing Improvements), the improvements shall be performed at Tenant's cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction the costs of a facility permits therefor) by Landlord or any part thereof which is included as part one or more contractors reasonably approved by Landlord and Tenant, and shall be subject to all applicable requirements of the Leased Property)Section 7 hereof.
10.7.6. Tenant shall not place, provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property or allow to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit placed, any sign, advertising matter, lettering, stand, booth, showcase or other form of credit support from an entity which meets article or matter in or upon the Minimum Credit Criteria, which credit support shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of Premises and/or the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the SiteProperty, without the prior written consent or approval of LessorLandlord which may be withheld in its sole discretion, additional buildings excepting only such signs and other facilities (including, without limitation, gas station facilities and/or improvements) the like which are located exclusively within the Premises and are not an integral part visible in or extend into any common area or elevator lobby of the Improvements ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative AgreementsBuilding.
(d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein), and such Alterations or Additions, as the case may be, shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end of the Term or within THREE (3) years after commencement of such Alterations, whichever is earlier.
Appears in 1 contract
Sources: Office Lease (Real Media Inc)
ALTERATIONS - ADDITIONS. (aA) During The LESSEE shall not make structural alterations or additions to the Termleased premises, Lessee but may make non-structural alterations provided the LESSOR consents thereto in writing, which consent shall make all alterationsnot be unreasonably withheld or delayed. All such allowed alterations shall be at LESSEE's expense and shall be in quality at least equal to the present construction. LESSEE shall not permit any mechanics' liens, renovationsor similar liens, modifications, additions to remain upon the leased premises for labor and material furnished to LESSEE or claimed to have been furnished to LESSEE in connection with work of any character performed or claimed to have been performed at the direction of LESSEE and shall cause any such lien to be released of record forthwith without cost to LESSOR. Any alterations or improvements to made by the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and rearrangement LESSEE shall become the property of the Improvements ("Alterations"), which are required by Applicable Law. In addition, Lessee may make any Alterations (which may include, without limitation, destruction or demolition LESSOR at the termination of existing Improvements) without Lessor's consent, occupancy as provided that:herein.
(i) LESSOR agrees to construct tenant improvements, in accordance with the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;mutually agreeable floor plan as illustrated in Exhibit A.
(ii) no Material Default has occurred The LESSOR agrees that upon LESSEE'S request, LESSOR shall amortize the charges for the Tenant Improvements, up to a total of $200,000.00, over the lease term at an annual carrying charge of 10%. LESSOR will Amend this Lease to incorporate the amortized Tenant Improvements upon final pricing, and is continuing; and
the LESSEE shall pay monthly, as additional rent, the monthly amortized amount. (iii) such Alterations do not decrease (other than to a de minimis extent) In the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of event the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30.charges for Tenant Improvements exceed the
(biv) Lessee may also make Alterations (which may includeIn the event that LESSOR identifies that the charges for the requested Tenant Improvements will exceed the Allowance, without limitationLESSOR will identify the excess to LESSEE for prior review, destruction and LESSEE shall, within five working days, accept the charges or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor modify the plans to reduce the costs, (v) The LESSEE may seek comparative estimates for the Tenant Improvements from a competent third party. In that event and specifications relating if LESSEE demonstrates to LESSOR that the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states that such Alterations can be completed prior to the earlier of (A) three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteriacomparative estimate, which credit support shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110was lower, but within 5% of the cost of such AlterationsLESSOR's charge, as indicated in the OfficerLESSOR shall reduce LESSOR's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part of the Improvements ("Additions"), subject charges to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreementscomparative estimate.
(d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein), and such Alterations or Additions, as the case may be, shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end of the Term or within THREE (3) years after commencement of such Alterations, whichever is earlier.
Appears in 1 contract
ALTERATIONS - ADDITIONS. (a) During The LESSEE shall not make structural ----------------------- alterations or additions to the TermLeased Premises, Lessee but may make nonstructural alterations and improvement, provided the LESSOR consents thereto in advance in writing in each instance, which consent shall make all not be unreasonably withheld or delayed provided that LESSOR is furnished with detailed plans and specifications reasonably approved by LESSOR. All such allowed alterations or additions shall be at LESSEE's expense and shall be in quality at least equal to the present construction. LESSEE shall not permit any mechanics' liens, or similar liens, to remain upon the Leased Premises for labor and materials furnished to LESSEE or claimed to have been furnished to LESSEE in connection with the work of any character performed or claimed to have been performed at the direction of LESSEE, and shall cause any such lien to be released of record forthwith without cost to LESSOR. Any alterations, renovations, modifications, additions or improvements to made by the ImprovementsLESSEE, includingexcept for moveable partitions and furnishings, without limitationinstalled at the LESSEE's cost, construction of new facilities with respect thereto and expansion and rearrangement shall become the property of the Improvements ("Alterations"), which are required by Applicable Law. In addition, Lessee may make any Alterations (which may include, without limitation, destruction or demolition of existing Improvements) without Lessor's consent, provided that:
(i) LESSOR at the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price;
(ii) no Material Default has occurred and is continuing; and
(iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life termination of the Leased Property below the Fair Market ValueLease as provided herein. With respect to all such LESSEE work, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized LESSEE further agrees as "limited use property" as defined in Revenue Procedure 76-30.
(b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition of existing Improvements), the cost of which are reasonably expected to be equal to or greater than 15% of Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete reconstruction of a facility or any part thereof which is included as part of the Leased Property), provided that:
(i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30;
(ii) Lessee has delivered to Lessor the plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of the cost of such Alterations and states follows: that such Alterations can be completed prior work shall commence only after all required municipal and other governmental permits and authorizations have been obtained (the LESSOR agreeing to join in any application therefor at the earlier of (ALESSEE's expense, whenever necessary) three years after commencement of and all such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Term; and
(iii) either Guarantor's Credit Rating shall satisfy the Minimum Credit Criteria or Lessee shall have delivered to Lessor a letter of credit or other form of credit support from an entity which meets the Minimum Credit Criteria, which credit support work shall be in form reasonably satisfactory to Lessor and in an amount equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii).
(c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings and other facilities (including, without limitation, gas station facilities and/or improvements) which are not an integral part of the Improvements ("Additions"), subject to the execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements.
(d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so done in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein)building and zoning laws and with all other laws, ordinances, regulations and requirements of all federal, state and municipal agencies, and in accordance with the requirements and policies issued by any insurer of LESSOR or LESSEE; that all such Alterations or Additions, as the case may be, work shall be free prosecuted with reasonable dispatch to completion; that at all times when any such work is in progress, LESSEE shall maintain or cause to be maintained adequate workers' compensation insurance for those employed in connection therewith with respect to whom death or injury claims could be asserted against LESSOR, the LESSEE or the Leased Premises and comprehensive general liability or builder's risk insurance (for mutual benefit of Liens LESSEE and LESSOR) in coverages reasonably approved by LESSOR: and that all such work of LESSEE shall be coordinated with any work being performed by LESSOR and other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end tenants of the Term building in which the work is taking place in such manner as to maintain harmonious labor relations and not to interfere with the operation of the Building or within THREE (3) years after commencement the Complex or the construction work of such Alterations, whichever is earlierothers.
Appears in 1 contract
Sources: Lease (Call Points Inc)