Alterations. (a) Tenant shall not make or perform any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request. (b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord. (c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent. (d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms. (e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees. (f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately. (g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations. (h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord. (i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements. (j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage. (k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume. (l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Lease Agreement (Aurion Biotech, Inc.), Lease Agreement (Aurion Biotech, Inc.)
Alterations. (a) 8.1 Save as set out below the Tenant shall not make or perform any alterationsnot, additions or improvements (collectively, “Alterations”) other than in or relation to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien Works:
8.1.1 alter or other encumbrance. Upon request, Landlord will provide Tenant interfere with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building Retained Property;
8.1.2 make any addition or alteration to the Premises unless permitted by this Clause;
8.1.3 alter or interfere with the operation of any Conduits and/or Facilities which serve any part of the Retained Property without the prior written consent of the Landlord in order to comply with an applicable Law, the Landlord’s absolute discretion.
8.2 The Tenant shall paynot other than in relation to the Tenant’s Works:
8.2.1 erect any new building or structure on the Premises; and/or
8.2.2 make structural alterations or additions to the Building;
8.2.3 make an Internal Alteration which is not permitted without the Landlord’s consent pursuant to Clause 8.3 without in each such case the Landlord’s prior written consent in the Landlord’s absolute discretion.
8.3 The Tenant may without the consent of the Landlord make an Internal Alteration without requiring the Landlord’s consent provided that:
8.3.1 the Tenant shall provide full details in writing to the Landlord of such internal non-structural alterations and/or non-structural demountable partitioning prior to commencing such work or internal demountable partitioning; and
8.3.2 it does not interfere with the operation of any Conduits and/or Facilities (if any) which serve any part of the Retained Property, and for the avoidance of doubt any partitioning installed by the Tenant shall be and remain a tenant’s fixture for all purposes of the Lease.
8.4 The Landlord may before giving any consent under this Clause require:
8.4.1 the submission to the Landlord of drawings and specifications showing the proposed alteration; and
8.4.2 the execution of such licence to carry out the proposed alteration as Additional Rentthe Landlord may reasonably require.
8.5 For the avoidance of doubt the Tenant is not permitted to place any satellite dishes on any part of the Building, all costs other than a maximum of seven satellite dishes each with a maximum diameter of 90 cm, provided always that any such satellite dishes must be located on the fifth floor of the Building to be built as part of the Tenant’s Works, and expenses incurred by must not be visible from ground level, and provided always that the Landlord may if reasonable in connection with the Retained Property (whether related to development or any other matter) on giving the Tenant not less than 3 months’ notice require the removal of all and any of such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of satellite dishes from the Building and the Premises (relocation of the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior same to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.Block B.
Appears in 2 contracts
Sources: Lease Agreement, Lease Agreement (InterXion Holding N.V.)
Alterations. (a) Tenant shall not make no alterations, additions or perform improvements to the Premises without Landlord’s prior written consent as provided herein and without a valid bulldlng permit issued by the appropriate governmental agency. To the extent that any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises without first obtaining the prior written constitute “Major Alterations” (as defined below), Landlord may withhold its consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayedIn Landlord’s sole and absolute discretion; provided, howeverotherwise, Landlord’s consent shall not be required for to any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as paintingalterations, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of additions or Improvements to the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less other than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Major Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, and (d) in compliance with all LawsLandlord shall not unreasonably withhold, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal condition or delay its consent to the then-applicable standards for initial alterations, additions and improvements included in the Tenant Improvements contemplated under paragraph 2.3. As used herein, “Major Alterations” shall mean any alterations, additions or improvements (i) which are visible from outside the Building adopted from time-to-time by Landlord in its reasonable discretion(including design and aesthetic changes), and no such materials (ii) which are structural In nature and/or (iii) to the exterior of the Building or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrancethe roof of the Building. Upon requestIn furtherance of the foregoing, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and Lmay only withhold its consent in ▇▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install sole and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed absolute discretion to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s requestproposed alterations to the heating, Tenant shall cause all contractorsventilation and/or air conditioning systems serving the Premises, mechanics or laborers causing the fire sprinkler, plumbing, electrical, mechanical and/or any other systems serving the Premises (collectively, the “Building Systems”) only to the extent such interference or conflict to leave proposed alteration (1) are visible from outside the Building immediately.
Building, and/or (g2) Tenant shall reimburse adversely affects (in the reasonable discretion of Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out exterior of the Building and shall pay to Landlord any costs actually incurred by Landlord or the roof, foundation or structural elements of the Building; otherwise, in connection therewith. If such equipment requires special handlingall other cases, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and proposed alteration to the extent arising out Building Systems shall not be unreasonably withheld, conditioned or delayed. Tenant shall notify Landlord in writing at least fifteen (15) business days prior to commencement of or resulting from any Alterations made by or on behalf such work to enable Landlord to post any notice deemed proper before the commencement of Tenantsuch work. Any and ail such alterations, Landlord is required by an order or directive of a governmental authority to make any alterations additions or improvements to any part of the Building and/or the Building in order to shall comply with an applicable Lawall Applicable Laws including, Tenant shall paywithout ilmitatlon, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations obtaining any required permits or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”)other governmental approvals. All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors toto maintain insurance reasonably acceptable to Landlord. Upon termination of this Lease, any alterations, additions and Improvements (including without limitation all electrical, lighting, plumbing, heating and air-conditioning equipment, doors, windows, partitions, drapery, carpeting, shelving, counters, and physically attached fixtures) made by Tenant, including the Tenant Improvements, shall at a minimumonce become part of the really and belong to Landlord unless the terms of the applicable consent provide otherwise, satisfy the following requirements: or Landlord subsequently requests in writing to Tenant that part or all of such Tenant additions, alterations or improvements be removed; provided, however, that, such subsequent written request shall be delivered to Tenant (a) satisfy in the then-applicable standards and requirements outlined by event Tenant does not timely deliver any Option Notice (as defined below) to renew the Sheet Metal and Air Conditioning National Contractors’ National Association Lease, no later than seventeen (SMACNA17) “Indoor Air Quality Guidelines for Occupied Buildings under Constructionmonths prior to the expiration of the then Lease Term (time being of the essence), 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); or (b) in the event air handlers are used during constructionTenant has exhausted all options to renew this Lease pursuant to Paragraph 25.1, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; no later than the date that is seventeen (c17) replace all filtration media months prior to occupancy; the expiration of the then Lease Term (time being of the essence). In the event Tenant is required to remove part of all of such Tenant additions, alterations or improvements pursuant to the foregoing sentence, Tenant, at its sole cost and expense, shall promptly remove the specified additions, alterations or improvements and shall fully repair and restore the relevant portion(s) of the Premises to the condition in which Tenant is otherwise required to surrender the Premises under Paragraph 18.1.
6.5.1. Tenant shall have the right to make Cosmetic Alterations improvements not exceeding One Hundred Thousand Dollars ($100,000.00) in the aggregate without the consent of Landlord. As used herein, a “Cosmetic Alteration” means a cosmetic, decorative nonstructural alteration that (i) is limited to the interior of the Premises, (ii) does not affect the exterior (including the appearance) of the Building, and (diii) protect stored on-site and installed absorptive materials from moisture damage.
is not structural. Tenant shall give Landlord written notice (kincluding a detailed description) In connection with the performance of any Alterations, Tenant Cosmetic Alterations at least fifteen (or Tenant’s contractor15) shall develop and implement a business days’ prior to the commencement of construction waste management plan that identifies materials thereof to allow Landlord to elect under this Paragraph 6.5 whether such Cosmetic Alterations will be required to be diverted from disposal and whether removed upon the materials will be sorted on-site expiration or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) earlier termination of construction, demolition and packing debris by volumethis Lease.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Lease Agreement (Evotec SE), Lease Agreement (Evotec AG)
Alterations. (a) For purposes of this Lease, any physical improvement, addition, enhancement or change with respect to all or any portion of the Premises is referred to as an "ALTERATION." Tenant or Franchisor shall not have the right at any time and from time to time during the Term to make or perform cause to be made any alterations, additions or improvements (collectively, “Alterations”) Alteration in or to the Premises (i) without first obtaining Landlord's consent, if such Alteration consists of the demolition of the Building and reconstruction of a new prototypical building so long as: (A) the new building is constructed in compliance with applicable codes and Permitted Exceptions, (B) Tenant continues to pay Rent, (C) construction is completed within nine (9) months following demolition of the Building, subject to extension for force majeure events, (D) Landlord has approved in advance the construction budget (which shall include a contingency) for the new building, such approval not to be unreasonably withheld, delayed or conditioned, and (E) either (y) in the case where the Guaranty is in full force and effect prior written consent to demolition Tenant has provided Landlord with a commercially reasonable completion bond for the project or such other assurance of performance as Landlord may reasonably accept, or (z) prior to demolition the Tenant deposits with Landlord cash (the "Deposit") sufficient to construct the building and improvement pursuant to the approved budget, with the Deposit being disbursed pursuant to the Landlord's then current construction disbursement procedures; (ii) without Landlord's consent, if such Alteration is performed in each instanceorder to comply with any of Tenant's agreements with Franchisor and such Alteration does not adversely affect any structural component of the Building, and (iii) in the case of any Alteration other than those permitted under clause (ii) above, with Landlord's prior consent, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall withheld provided that such Alteration does not be required for any Alteration that satisfies all of (A) diminish the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior value of the Premises (including, by way of example only, but without limitation, by diminishing the utility of the Improvements for use as a restaurant or Building; diminishing the useful life of the Improvements, except to a de minimis extent, or (3B) will not adversely affect the Building Systems, Common Areas or structure any structural component of the Building; . Every Alteration shall be made in accordance with all applicable laws, legal requirements and (4) costs less than $50,000.00 in the aggregatePermitted Encumbrances. If Tenant shall give submit a request to Landlord not less than five for Landlord's approval of an Alteration which requires Landlord's approval, Landlord shall (5x) Business Days’ notice prior approve such Alteration proposed by Tenant within twenty-one (21) days of receiving Tenant's proposal and request for approval or (y) disapprove Tenant's proposal in writing with a detailed explanation of its objections within twenty-one (21) days of receiving Tenant's proposal and request for approval. If Tenant submits a proposal to performing any Cosmetic AlterationLandlord and Landlord disapproves such proposal within the twenty-one (21) day time period, which notice Tenant may submit another proposal with modifications thereto made in response to Landlord's objections and Landlord shall contain a description so approve or disapprove same within seven (7) days after submission of such Cosmetic Alteration along modified proposal. If Landlord does not approve or disapprove any proposal or modified proposal in writing with such plans and specificationsa detailed explanation of its objections within the applicable seven (7) or twenty-one (21) day period, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, Tenant may submit to Landlord for its approvala reminder notice, detailed plans and specifications which shall state that Landlord's failure to disapprove the applicable proposal within seven (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (107) days of after receipt of such request.
reminder notice shall be deemed to constitute Landlord's approval thereof. If Landlord does not disapprove such proposal or modified proposal in writing with a detailed explanation of Landlord's objections to Tenant's modifications within seven (b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (307) days after issuance receipt of such permits or approvalsTenant's reminder notice, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed deemed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge approved the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any AlterationsTenant.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Lease Agreement (Aei Income & Growth Fund Xxi LTD Partnership), Assignment and Assumption of Lease and Guaranty (AEI Income & Growth Fund 26 LLC)
Alterations. (a) Tenant shall not make or perform any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1criteria: a) is of a cosmetic nature such as painting, wallpapering, painting hanging pictures, pictures and installing carpetingcarpet; (2b) is not visible from the exterior outside of the Premises Building or BuildingPremises; (3c) will not adversely affect the Building Systems, Common Areas or structure systems and structures of the Building; d) does not require work to be performed inside the walls or above the ceiling of the Premises ; and (4e) costs less than $50,000.00 in the aggregate10,000 as a single project. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, For all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any other Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall not unreasonable withhold or delay consent and shall respond to any top Tenant’s written request by Tenant for Landlord’s approval of any proposed Alterations consent within ten (10) business days after receipt from Tenant that such notice is required. All of receipt the following shall apply with respect to all Alterations unless otherwise approved in writing by the Landlord: (a) the Alterations are non-structural and the structural integrity of such request.
the Property shall not be affected; (b) the Alterations are to the interior of the Premises; (c) the proper functioning of the mechanical, electrical, heating, ventilating, air-conditioning (“HVAC”), sanitary and other service systems of the Property shall not be affected and the usage of such systems by Tenant shall obtain all building permits not be increased; and other approvals required by applicable Laws for all (d) Tenant shall have appropriate insurance coverage, reasonably satisfactory to Landlord, regarding the performance and installation of the Alterations. In additionAdditionally, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by before proceeding with any governmental authority. Not later than thirty (30) days after issuance of such permits or approvalsAlterations, Tenant shall deliver copies thereof (i) at Tenant’s expense, obtain all necessary governmental permits and certificates for the commencement and prosecution of Alterations; (ii) if Landlord’s consent is required for the planned Alteration, submit to Landlord. In addition, not later than thirty (30) days after completion of each Alterationfor its written approval, working drawings, plans and specifications and all permits for the work to be done and Tenant shall not proceed with such Alterations until it has received Landlord’s approval (if required); and (iii) cause those contractors, rnaterialmen and suppliers engaged to perform the Alterations to deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System to Landlord certificates of insurance (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format form reasonably acceptable to Landlord.
(c) All evidencing policies of commercial general liability insurance and workers’ compensation insurance. Such insurance policies shall satisfy all obligations imposed under Section 10.1. Tenant shall cause the Alterations shall to be performed (a) in compliance with all applicable permits, Laws and requirements of public authorities, and with Landlord’s reasonable rules and regulations or any other restrictions that Landlord may impose on the Alterations. Tenant shall cause the Alterations to be diligently performed in a good and workmanlike manner manner, using materials and free from defects, (b) excepting only with regard equipment at least equal in quality and class to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, standards for the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time Property established by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject With respect to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of and all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇for which Landlord’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area consent is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such eventrequired, Tenant shall reimburse Landlordprovide Landlord with “as built” plans (upon completion), as Additional Rentcopies of all construction contracts, on demand, governmental – 10 – permits and certificates and proof of payment for all costs labor and expenses incurred by Landlordmaterials, including, without limitation, bonding costs copies of paid invoices and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in final lien waivers. If Landlord’s sole judgmentconsent to any Alterations is required, and Landlord provides that consent, then at the time Landlord so consents, Landlord shall also advise Tenant whether or not Landlord shall require that Tenant remove such employmentAlterations at the expiration or termination of this Lease. If Landlord requires Tenant to remove the Alterations, delivery or use will interfere or cause any conflict with other contractorsthen, mechanics or laborers engaged in during the construction, maintenance or operation remainder of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s requestTerm, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict be responsible for the maintenance of appropriate commercial property insurance (pursuant to leave the Building immediately.
(gSection 10.2) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition; however, if Landlord shall not require that Tenant remove the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, such Alterations shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Property (defined below) and Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan responsible for the construction and preoccupancy phases (insurance thereof, pursuant to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageSection 10.1.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Industrial Building Lease (ArcherDX, Inc.), Industrial Building Lease (ArcherDX, Inc.)
Alterations. (a) Except as hereinafter expressly provided, Tenant shall not make no improvements, changes or perform any alterations, additions or improvements (collectively, “Alterations”) alterations in or to the Premises (“Alterations”) without first obtaining the Landlord’s prior written consent of Landlord in each instanceapproval, which consent approval shall not be unreasonably withheld, conditioned, or delayed; provided, however. Notwithstanding the foregoing, Landlord’s consent approval shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1x) is of a cosmetic minor Alterations which are purely decorative in nature such as painting, wallpapering, hanging picturesmillwork, painting and installing carpetingcarpeting (collectively, “Decorative Alterations”) and (y) Non-Material Alterations; provided, that (2A) with respect to Decorative Alterations and Non-Material Alterations, Tenant shall deliver notice thereof to Landlord at least 10 Business Days prior to the commencement thereof, including detailed plans and specifications for any Non-Material Alteration (except to the extent the relevant Non-Material Alteration is of such a minor nature that it would not visible from be customary industry practice for landlords of First Class Office Buildings to require their tenants to prepare plans and/or specifications for such work) and (B) Tenant shall adhere to the exterior other applicable requirements of this Section 4.02. “Non-Material Alteration” means Alterations that (i) are limited to the interior of the Premises and do not affect the exterior (including the appearance) of the Building or Building; any portion thereof, (3ii) will are not structural and do not adversely affect the strength of the Building Systemsor any portion thereof, Common Areas (iii) do not affect the usage or structure the functioning of any of the Building systems, (iv) do not affect other tenants or occupants of the Building; , (v) do not require a change to the Building’s certificate of occupancy, (vi) do not require a permit from the New York City Department of Buildings and (4vii) costs less than do not exceed the Non-Material Alterations Cap. The “Non-Material Alterations Cap” means an aggregate of $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all 100,000 per full floor of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws Premises for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “asNon-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Material Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterationsrolling 12-month period, Subject to CPI Increases (as hereinafter defined).
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Lease (Intercept Pharmaceuticals Inc), Lease (Intercept Pharmaceuticals Inc)
Alterations. (a) For purposes of this Lease, any physical improvement, addition, enhancement or change with respect to all or any portion of the Premises is referred to as an "Alteration." Tenant or Franchisor shall not have the right at any time and from time to time during the Term to make or perform cause to be made any alterations, additions or improvements (collectively, “Alterations”) Alteration in or to the Premises (i) without first obtaining Landlord's consent, if such Alteration consists of the demolition of the Building and reconstruction of a new prototypical building so long as: (A) the new building is constructed in compliance with applicable codes and Permitted Exceptions, (B) Tenant continues to pay Rent, (C) construction is completed within nine (9) months following demolition of the Building, subject to extension for force majeure events, (D) Landlord has approved in advance the construction budget (which shall include a contingency) for the new building, such approval not to be unreasonably withheld, delayed or conditioned, and (E) either (y) in the case where the Guaranty is in full force and effect prior written consent to demolition Tenant has provided Landlord with a commercially reasonable completion bond for the project or such other assurance of performance as Landlord may reasonably accept, or (z) prior to demolition the Tenant deposits with Landlord cash (the "Deposit") sufficient to construct the building and improvement pursuant to the approved budget, with the Deposit being disbursed pursuant to the Landlord's then current construction disbursement procedures; (ii) without Landlord's consent, if such Alteration is performed in each instanceorder to comply with any of Tenant's agreements with Franchisor and such Alteration does not adversely affect any structural component of the Building, and (iii) in the case of any Alteration other than those permitted under clause (ii) above, with Landlord's prior consent, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall withheld provided that such Alteration does not be required for any Alteration that satisfies all of (A) diminish the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior value of the Premises (including, by way of example only, but without limitation, by diminishing the utility of the Improvements for use as a restaurant or Building; diminishing the useful life of the Improvements, except to a de minimis extent, or (3B) will not adversely affect the Building Systems, Common Areas or structure any structural component of the Building; . Every Alteration shall be made in accordance with all applicable laws, legal requirements and (4) costs less than $50,000.00 in the aggregatePermitted Encumbrances. If Tenant shall give submit a request to Landlord not less than five for Landlord's approval of an Alteration which requires Landlord's approval, Landlord shall (5x) Business Days’ notice prior approve such Alteration proposed by Tenant within twenty-one (21) days of receiving Tenant's proposal and request for approval or (y) disapprove Tenant's proposal in writing with a detailed explanation of its objections within twenty-one (21) days of receiving Tenant's proposal and request for approval. If Tenant submits a proposal to performing any Cosmetic AlterationLandlord and Landlord disapproves such proposal within the twenty-one (21) day time period, which notice Tenant may submit another proposal with modifications thereto made in response to Landlord's objections and Landlord shall contain a description so approve or disapprove same within seven (7) days after submission of such Cosmetic Alteration along modified proposal. If Landlord does not approve or disapprove any proposal or modified proposal in writing with such plans and specificationsa detailed explanation of its objections within the applicable seven (7) or twenty-one (21) day period, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, Tenant may submit to Landlord for its approvala reminder notice, detailed plans and specifications which shall state that Landlord's failure to disapprove the applicable proposal within seven (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (107) days of after receipt of such request.
reminder notice shall be deemed to constitute Landlord's approval thereof. If Landlord does not disapprove such proposal or modified proposal in writing with a detailed explanation of Landlord's objections to Tenant's modifications within seven (b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (307) days after issuance receipt of such permits or approvalsTenant's reminder notice, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed deemed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge approved the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any AlterationsTenant.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Lease Agreement (Aei Income & Growth Fund 24 LLC), Lease Agreement (AEI Income & Growth Fund 26 LLC)
Alterations. 9.1 The initial improvement of the Premises under this Lease (ai.e., “Landlord’s Work,” as defined in Exhibit B) shall be accomplished by Landlord or its designated contractor(s) in accordance with Exhibit B. Landlord shall deliver the Premises and Tenant shall accept the Premises in its “as is” condition as of the Lease Commencement Date, provided that Landlord shall deliver the Premises (i) vacant, in broom clean condition, and free of prior tenants and furniture, fixtures, equipment and personal belongings of a prior tenant, and (ii) with Landlord’s Work substantially complete and (collectively, the “Delivery Condition”). It is understood and agreed that the preceding sentence is not intended to waive or limit Landlord’s obligation to deliver the Premises in compliance with all applicable Laws (including the ADA). Landlord is under no obligation to make any Alterations in or to the Premises or the Building except as may be otherwise expressly provided in this Lease, including Exhibit B to this Lease. Upon Tenant’s written request, Landlord shall use commercially reasonable to enforce any warranties or guaranties obtained in connection with Landlord’s Work.
9.2 Tenant shall not make or perform permit anyone to make any alterations, additions or improvements (collectively, “Alterations”) Alterations in or to the Premises or the Building without first obtaining the prior written consent of Landlord Landlord, which consent may be withheld or granted in each instanceLandlord’s sole and absolute discretion with respect to Structural and System Alterations and any Alterations which are visible from the exterior of the Premises, and which consent shall not be unreasonably withheld, conditioned, conditioned or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies delayed with respect to all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregateother Alterations. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting Notwithstanding the foregoing, all such Tenant shall have the right to make Cosmetic Changes within the Premises without first obtaining the consent of Landlord. All Alterations made by Tenant shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed made: (a) in a good good, workerlike, first class and workmanlike manner and free from defects, prompt manner; (b) excepting only with regard to Cosmetic using new or comparable materials only; (c) by a contractor reasonably approved in writing by Landlord; (d) on days and at times reasonably approved in writing by Landlord; (e) if architectural and/or engineering plans are required for such Alterations, substantially under the supervision of an architect reasonably approved in writing by Landlord; (f) in accordance with plans and specifications reasonably acceptable to Landlord, approved in writing at Landlord’s standard charge; (g) in accordance with all Laws, this Lease, and Landlord’s then-current construction rules and regulations; (h) after Tenant and its contractors have complied with the insurance requirements set forth in this Lease, and any additional insurance to be obtained by Tenant’s contractors and subcontractors as reasonably required by Landlord; and (i) upon request, after Tenant has delivered to Landlord documentation reasonably satisfactory to Landlord evidencing Tenant’s financial ability to complete the Alterations in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms provisions of this Lease and all construction rules(including, procedures and regulations adopted from time-to-time by at Landlord’s reasonable request, a payment or performance bond). All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to If any lien (or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject petition to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(destablish such lien) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed Alteration made by or on behalf of Tenant, such lien (or materials or services furnished or claimed to have been furnished to, Tenant, petition) shall be discharged by Tenant within ten (10) days after T▇▇▇▇▇thereafter, at Tenant’s receipt of notice thereof. Such discharge shall be affected sole cost and expense, by discharge whether the payment thereof or by payment or the filing of a bond in accordance with applicable Lawsreasonably acceptable to Landlord. If Tenant fails Landlord gives its consent to do sothe making of any Alteration, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant consent shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials be deemed to be delivered an agreement or consent by Landlord to or used subject its interest in the Premises and/or or the Building to any liens which may be filed in connection therewith. Tenant acknowledges that any Alterations are accomplished for Tenant’s account and at Tenant’s sole cost and expense, Landlord having no obligation or responsibility in respect thereof. Landlord’s approval of any plans and drawings (and changes thereto) regarding any Alterations or any contractor or subcontractor performing such Alterations shall not constitute Landlord’s representation that such approved plans, drawings, changes or Alterations comply with Laws. Any deficiency in design or construction, although same had prior approval of Landlord, shall be solely the responsibility of Tenant. All Alterations involving structural, electrical, mechanical or plumbing work, the heating, ventilation and air conditioning system of the Premises or the Building, iffire and life safety systems, in the roof of the Building, or any areas outside of the Premises shall, at Landlord’s sole judgmentelection, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building be performed by Landlord, Tenant ’s designated contractor or otherssubcontractor at Tenant’s expense (provided the cost therefor is competitive). If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in In connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the any Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant Landlord shall pay to Landlord or Landlord’s managing agent, be paid a construction supervision fee in an amount equal to four three percent (43%) of the total project cost of such Alteration. Promptly after the completion of an Alteration for which architectural and/or engineering plans were required, or which includes Cabling, Tenant at its expense shall deliver to Landlord three (3) sets of accurate as built (or record) drawings and CAD drawings showing such Alteration in connection therewithplace. At In addition, on Landlord’s request, Tenant shall deliver certify the names of all contractors and subcontractors who did work on the Alterations and shall provide final lien waives from all such contractors and subcontractors and any other documentation customarily provided in the State in which the Building is located to extinguish liens. All contractors and subcontractors shall be required to procure and maintain insurance against such risks, in such amounts, and with such companies as Landlord reasonable supporting documentation evidencing may reasonably require. Certificates of such insurance, with evidence of the hard payment of premiums therefor, must be received by Landlord before any work is commenced. All contracts between Tenant and soft costs incurred a contractor must explicitly require the contractor to (a) name Landlord and the Landlord Insured Parties as additional insureds and (b) indemnify and hold harmless Landlord and the Landlord Insured Parties. Notwithstanding anything contained in this Lease to the contrary, the performance of any Alterations pursuant to the provisions of this Article IX or of any other provisions of this Lease or the Exhibits hereto shall not be done in a manner which would violate any union contracts affecting the Building, or by which Landlord is bound, or create any work stoppage, picketing, labor disruption, disharmony or dispute or any interference with the business of Landlord or any tenant or occupant of the Building. Tenant in designing and constructing shall immediately stop the performance of any AlterationsAlterations or other activity if Landlord notifies Tenant that continuing such Alteration or activity would violate any union contracts affecting the Building, or by which Landlord is bound, or create any work stoppage, picketing, labor disruption, disharmony or dispute or any interference with the business of Landlord or any tenant or occupant of the Building.
9.3 If any Alterations that require Landlord’s consent are made without the prior written consent of Landlord, then Landlord shall have the right, at Tenant’s expense, to remove such Alterations and restore the Premises and the Building to their condition prior to the commencement of the unauthorized Alterations. All Alterations to the Premises or the Building made by either party shall immediately become the property of Landlord and shall remain upon and be surrendered with the Premises as a part thereof at the expiration or earlier termination of the Lease Term; provided, however, that (ha) subject to any applicable Landlord’s lien thereon, Tenant shall remove from the Premises, prior to the expiration or earlier termination of the Lease Term, (i) all personal property of Tenant, including without limitation movable furniture, furnishings and equipment installed in the Premises solely at the expense of Tenant (“Personal Property”), and (ii) all Cabling installed by or for Tenant anywhere in the Building, and (b) Tenant shall provide notice remove at its expense all Alterations and other items in the Premises or the Building which Landlord designates in writing for removal. Landlord shall make such designation promptly after receipt of a written request for such determination by Tenant given with Tenant’s request for Landlord’s approval of such Alteration. Notwithstanding the foregoing, Tenant shall not be required to remove: (x) Alterations (other than Cabling) consisting of standard buildout items that are typically installed by similar tenants in multi tenanted, multi-story, first class office buildings (such as partitions, but not interior staircases, for example), unless so indicated by Landlord at the time required above; and (y) any initial Alteration made by Landlord in initially finishing and completing the Premises in accordance with Exhibit B (i.e., Landlord’s Work). If such removal causes damage or injury to the Premises or the Building, then Landlord shall have the right, at Tenant’s expense, to repair all damage and injury to the Premises or the Building caused by such removal as aforesaid. Tenant expressly agrees that if any of Tenant’s Personal Property is not removed by Tenant prior to the earlier of (i) the expiration (or earlier termination) of the Lease Term or (ii) the termination of Tenant’s right of possession of the Premises, the same shall, at Landlord’s option, be deemed abandoned or become the property of Landlord surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right at Tenant’s expense to remove from the Premises any or all such items or to require Tenant to do the same, except as otherwise provided in this Section. If Tenant fails to return the Premises to Landlord prior to moving any heavy machineryas required by this Section, heavy equipment, freight, bulky matter or fixtures into or out of the Building and then Tenant shall pay to Landlord any Landlord, all costs actually (including a construction management fee) incurred by Landlord in connection therewith. If effectuating such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlordreturn.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Office Lease Agreement (IMARA Inc.), Office Lease Agreement (IMARA Inc.)
Alterations. (a) Tenant shall make no alterations, additions or improvements to the Premises without the prior written consent of Landlord, which consent may be given or withheld in Landlord's sole discretion. Notwithstanding the foregoing, Landlord shall not make or perform unreasonably withhold its consent to any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises which cost less than One Dollar ($1.00) per square foot of the improved portions of the Premises (excluding warehouse square footage) and do not (i) affect the exterior of the Building or outside areas (or be visible from adjoining sites), or (ii) affect or penetrate any of the structural portions of the Building, including, but not limited to, the roof, or (iii) require any material change to the basic floor plan of the Premises, any material change to any structural or mechanical systems of the Premises, or (iv) interfere in any manner with the proper functioning of or Landlord's access to any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the Building, or (v) diminish the value of the Premises. In addition, Tenant shall gave the right to make alterations, additions or improvements to the Premises, without first obtaining having to obtain Landlord's consent which: (x) do not fall within the prior conditions identified in subparagraphs (i) through (v) above; and (y) cost less than Fifty Cents ($.50) per rentable square foot of the Premises determined annually (but without carryover or compounding); provided that Tenant shall give Landlord written consent notice of such changes which notice shall include a reasonably detailed description thereof. Landlord may impose, as a condition to its consent, any requirements that Landlord in each instanceits discretion may deem reasonable or desirable, which consent shall including, but not limited to, a requirement that all work be unreasonably withheldcovered by a lien and completion bond satisfactory to Landlord and reasonable requirements as to the manner, conditionedtime, or delayedand contractor for performance of the work; provided, however, Landlord’s consent shall that Landlord may not be required for require Tenant to provide any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) bonds in connection with any particular alterations project which costs less than One Hundred Thousand Dollars ($50,000.00 in the aggregate100,000.00). Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building required permits for the work and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to shall perform the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) work in compliance with all Lawsapplicable laws, regulations and ordinances, all covenants, conditions and restrictions affecting the terms Project, and the Rules and Regulations (hereafter defined). Tenant understands and agrees that Landlord shall be entitled to a supervision fee in the amount of this Lease five percent (5%) of the cost of any work which requires a government permit. If any governmental entity requires, as a condition to any proposed alterations, additions or improvements to the Premises by Tenant, that improvements be made to the Common Areas, and all construction rulesif Landlord consents to such improvements to the Common Areas, procedures then Tenant shall, at Tenant's sole expense, make such required improvements to the Common Areas in such manner, utilizing such materials, and regulations adopted from time-to-time with such contractors (including, if required by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by , Landlord's contractors) as Landlord may require in its reasonable sole discretion, and . Under no such materials or equipment (other than Tenant’s Property) circumstances shall be subject to Tenant make any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release improvement which incorporates any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by LandlordHazardous Materials, including, without limitation, bonding costs asbestos-containing construction materials into the Premises. Any request for Landlord's consent shall be made in writing and reasonable attorneys’ fees.
(f) Tenant shall not employcontain architectural plans describing the work in detail reasonably satisfactory to Landlord. Unless Landlord otherwise agrees in writing, all alterations, additions or permit the employment of, any contractor, mechanic or laborer, or permit any materials improvements affixed to be delivered to or used in the Premises and/or (excluding moveable trade fixtures and furniture) shall become the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict property of Landlord and shall be surrendered with other contractors, mechanics or laborers engaged in the construction, maintenance or operation Premises at the end of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any LawsTerm. Landlord shall have the right to require Tenant to remove any alterations, additions or improvements whether or not be liable Landlord's consent was required unless Landlord's written consent was obtained and at the time of providing its consent, Landlord notified Tenant in writing that Tenant would not have to remove such items upon the expiration or earlier termination of the Lease Term. When reviewing any plans for alterations, additions or improvements submitted for its approval, Landlord shall notify Tenant in writing whether Landlord shall require Tenant to remove any or all of such improvements upon expiration or earlier termination of this Lease. Tenant shall have the right upon expiration or earlier termination of this Lease to remove any and all phone systems, furniture, fixtures and other party personal property at Tenant's sole cost and expense provided that Tenant shall repair any damage caused by such removal. Except as otherwise provided in connection with L▇▇▇▇▇▇▇’s approval of this Lease or in any PlansExhibit to this Lease, should Landlord make any alteration or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and improvement to the extent arising out of or resulting from any Alterations made by or on behalf Premises at the request of Tenant, Landlord is shall be entitled to prompt reimbursement from Tenant for all costs incurred. If Landlord withholds any consent required by an order or directive this Section 7.3, Landlord shall specify its reasons therefor. The provisions of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an this Section 7.3 shall not be applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of initial Tenant Improvements Work constructed pursuant to the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageattached Work Letter.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Lease Agreement (New Century Financial Corp), Lease Agreement (New Century Financial Corp)
Alterations. (a) 15.1 Tenant agrees that, except as provided below, it shall not make or perform allow to be made any alterations, additions physical additions, or improvements (collectively, “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instance. As used herein, which consent shall the term “Minor Alteration” refers to an alteration that (a) does not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all affect the outside appearance of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, Building and installing carpeting; (2) is not visible from the exterior of Common Areas, (b) is non-structural and does not impair the Premises strength or Building; (3) will not adversely affect the Building Systems, Common Areas or structure structural integrity of the Building; , and (4c) costs does not affect the mechanical, electrical, HVAC or other systems of the Building. Landlord agrees not to unreasonably withhold its consent to any Minor Alteration. Landlord’s consent to any other alteration may be conditioned, given, or withheld in Landlord’s sole discretion. Notwithstanding the foregoing, Landlord consents to any repainting, recarpeting, or other purely cosmetic changes or upgrades to the Premises, so long as (i) the aggregate cost of such work is less than $50,000.00 5,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building Systemtwelve-month period, (ii) obtain all such work constitutes a Minor Alteration (iii) no building permits and other permit is required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlordin connection therewith, and (iiiiv) furnish such work conforms to the then existing Building standards. At the time of said request, Tenant shall submit to Landlord duplicate original policies plans and specifications of the proposed alterations, additions, or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, improvements; and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval have a period of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later not less than thirty (30) days after issuance of therefrom in which to review and approve or disapprove said plans; provided that if Landlord determines in good faith that Landlord requires a third party to assist in reviewing such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting plans and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon requestspecifications, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.instead have
Appears in 2 contracts
Sources: Lease Agreement (Talend SA), Lease Agreement (Talend SA)
Alterations. (a) Tenant shall not make or perform any alterations, additions improvements, or improvements changes (collectively, collectively the “AlterationsChanges”) in or of any kind to the Premises, other than (so long as (x) such Changes do not require the issuance of permits, do not impact the structure of the Building (the “Building’s Structure”) or the heating, air conditioning and ventilating, mechanical, electrical and plumbing systems, controlled access system (if any), sprinkler system and fire/life safety system systems of the Building (the “Building’s Systems”) and (y) Tenant provides Landlord with reasonable advance notice of such Changes) (A) adding or changing furniture, equipment and other Tenant personal property within the Premises, (B) installing decorations within the Premises, and (C) cosmetic changes to the interior of the Premises such as repainting and recarpeting), without first obtaining securing the prior written consent of Landlord, in the reasonable exercise of its discretion and in accordance with the procedure outlined below; however, Landlord may withhold its consent to any Changes that would (a) adversely affect (in each instance, which consent shall not be unreasonably withheld, conditionedthe sole discretion of Landlord) the Building’s Structure or the Building’s Systems (including restrooms or mechanical rooms), or delayed; provided, however, (b) adversely affect (in the reasonable discretion of Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): ) (1) is the provision of a cosmetic nature such as paintingservices to other occupants of the Property, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior appearance of the Premises Building, or Building; (3) will the appearance of the Property’s common areas or elevator lobby areas. All Changes, as well as the work described in the preceding sentence, shall be completed in a prompt and workmanlike manner, shall not adversely affect materially alter or impair the character or use of the Building Systemsor the Premises, Common Areas or structure and, only in the event that other tenants lease space in the Building from landlord, shall be conducted by parties exercising commercially reasonably efforts to minimize disturbance to any other tenants in the Building during Normal Business Hours. In making any permitted Changes as well as in its use of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In additionPremises, Tenant shall, as at its sole expense, fully comply with the declarations and when required, promptly obtain certificates of inspection or approval of such Alterations as and restrictions that apply to the extent required Property, all applicable federal, state, and local laws, ordinances, and regulations (including the acquisition of permits and the payment of fees), as well as any requirements imposed by any governmental authority. Not later than thirty (30) days after issuance Landlord’s insurer of such permits or approvals, which Tenant has notice and Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans save Landlord harmless for such Alteration prepared and on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance account of all Alterations shall be subject to the supervision charges and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually damages incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance as a result of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations Changes made by or on behalf of Tenant. Tenant shall, Landlord at its sole expense, promptly comply with any notice from any federal, state, or local authorities, relating to the Premises or the Building, which is required served upon it or upon Landlord, where caused either by an order or directive of a governmental authority to make any alterations or improvements to any part Tenant’s use of the Building and/or the Building in order to comply with an applicable Law, Premises or by any Changes made by Tenant. Tenant shall pay, as Additional Rent, all costs and expenses incurred discharge or bond off any liens arising from any Changes made or other work done within the Premises by Landlord in connection with such alterations Tenant or improvements.
under a contract to which Tenant is a party within thirty (j30) In connection with the performance days of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) notice of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damagefiling thereof.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Office Lease (Ncino, Inc.), Office Lease (Ncino, Inc.)
Alterations. The following provisions regarding alterations shall supplement and be in addition to the provisions of the Prime Lease regarding alterations:
(ai) Tenant SUBLESSEE'S ALTERATIONS. Sublessee shall not make or perform any alterations, additions or improvements other physical changes in or about the Subleased Premises, or other alterations to prepare the Subleased Premises for its use (collectively, “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instance"ALTERATIONS"), which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature other than decorative Alterations such as painting, wallpaperingwall coverings and floor coverings (collectively, hanging pictures"DECORATIVE ALTERATIONS"), without Sublessor's (and installing carpeting; (2if required by the Prime Lease, Landlord's) is not visible from the exterior of the Premises or Building; (3) prior consent, which may be withheld in Sublessor's and/or Landlord's sole discretion. Sublessor will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior unreasonably withhold its consent to performing any Cosmetic Alteration, which notice shall contain a description of Alterations so long as such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans are non-structural and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that do not affect the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building Systembuilding systems, (ii) obtain all building permits and other required permitsare performed by contractors approved by Sublessor and/or Landlord to perform such Alterations, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to affect only the Subleased Premises and are not visible from outside of the Subleased Premises or the Building, (iv) do not affect the certificate of occupancy issued for the Building or the Subleased Premises, (v) are consistent with the design, construction and equipment of the Building, (vi) do not adversely affect any service furnished by Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors Sublessor in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval the operation of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defectsBuilding, (bvii) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) are in compliance with all Laws, the terms of this the Prime Lease and (viii) are consented to by Landlord pursuant to the terms of the Prime Lease. Notwithstanding anything to the contrary herein, all alterations by Sublessee shall be architecturally similar to the existing improvements in the building in Sublessor's reasonable judgment and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment laboratory furnishings shall be of first equal or greater quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord than those currently existing in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred fume hoods and biosafety cabinets installed by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work Sublessee shall be done only during hours designated by Landlordfrom the same manufacturer.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Sublease Agreement (Amicus Therapeutics Inc), Sublease Agreement (Amicus Therapeutics Inc)
Alterations. (a) Tenant shall not perform Tenant’s Work in accordance with the provisions set forth in Exhibit B hereof, and Landlord shall make or perform available to Tenant the Improvements Allowance specified in Section 1.7, upon and subject to the terms provided in Exhibit B hereto.
(b) Landlord shall have the responsibilities in respect of the condition of the Premises and the performance of work therein provided in Exhibit B-1 hereto.
(c) Subject to subsection (b) above, and subject to any alterationsLandlord’s obligation to repair and maintain the Premises set forth in the Lease, additions or improvements (collectivelyTenant shall accept the Premises in its “AS IS” condition, “Alterations”) and Landlord shall have no obligation to make any alterations in or to the Premises in order to prepare the same for Tenant’s occupancy.
9.2 Tenant shall not make or permit anyone to make any Alterations in or to the Premises or the Building without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not (a) may be unreasonably withheldwithheld or granted in Landlord’s sole and absolute discretion with regard to any Alterations that adversely affect, conditionedrequire modifications to, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all increase the burden of the following criteria Premises upon, the Structural and System Alterations (a “Cosmetic Alteration”): (1including the installation of any interior staircases and Alterations that impact the Building Structure and Systems) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not any Alterations which are visible from the exterior of the Premises or Building; (3) will not adversely affect the Building SystemsPremises, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
but (b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayeddelayed with respect to interior Alterations typical for commercial office space. Notwithstanding the foregoing, Tenant shall have the right to make Cosmetic Changes within the Premises without requiring the consent of Landlord. All Alterations made by Tenant shall be performed and completed: (i) in accordance with all Laws; (ii) lien-free; (iii) in a good, competent, workmanlike and prompt manner using new or comparable materials only; (iv) on days and at times reasonably approved in writing by Landlord (which may include during business hours for particular work if and to the extent appropriate in light of the nature of the work); (v) after obtaining insurance policies meeting the requirements set forth in Section 13.2; and (dvi) in compliance with the Construction Rules and Regulations (as defined in Section 6 of Exhibit B). For Tenant’s Alterations that do not constitute Cosmetic Changes, such Alternations shall further be performed and completed: (A) by a contractor reasonably approved in writing by Landlord; (B) under the supervision of an architect reasonably approved in writing by Landlord selected by Tenant and reasonably approved by Landlord; (C) in accordance with plans and specifications reasonably acceptable to Landlord without the obligation to use specifications that are higher than Building standard materials or those required by law, approved in writing at Landlord’s standard charge not to exceed $2,500; (D) after having obtained any required consent of the holder of any Mortgage of whom Tenant has written notice (provided that Landlord shall, upon Tenant’s written request made in connection with Tenant’s submission regarding particular Alterations, advise Tenant in writing whether consent is required under such Mortgage for such Alterations); (E) with the obligation for Tenant to deliver to Landlord written, unconditional, full or partial (as applicable) waivers of mechanics’ and materialmen’s liens against the Premises and the Building for all Lawswork, labor and services to be performed and materials to be furnished within fifteen (15) Business Days after the terms applicable portion of the Alterations are completed; and (F) upon request, after Tenant has delivered to Landlord documentation reasonably satisfactory to Landlord evidencing Tenant’s financial ability to complete the Alteration in accordance with the provisions of this Lease and all construction rules, procedures and regulations adopted from time-to-time by LandlordLease. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to If any lien (or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject petition to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(destablish such lien) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed Alteration made by or on behalf of Tenant, such lien (or materials or services furnished or claimed to have been furnished to, Tenant, petition) shall be discharged of record by Tenant in the manner provided by applicable Law within ten twenty (1020) days after T▇▇▇▇▇thereafter, at Tenant’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Lawssole cost and expense. If Tenant fails Landlord gives its consent to do sothe making of any Alteration, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant consent shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials be deemed to be delivered an agreement or consent by Landlord to or used subject its interest in the Premises and/or or the Building to any liens which may be filed in connection therewith. Tenant acknowledges that any Alterations are accomplished for Tenant’s account, Landlord having no obligation or responsibility to construct or install the same. Landlord’s approval of any plans and drawings (and changes thereto) regarding any Alterations or any contractor or subcontractor performing such Alterations shall not constitute Landlord’s representation that such approved plans, drawings, changes or Alterations comply with all Laws. Any deficiency in design or construction, although same had prior approval of Landlord, shall be solely the responsibility of Tenant. All Alterations involving structural, electrical, mechanical or plumbing work, the heating, ventilation and air conditioning system of the Premises or the Building, iffire and life safety system, in the roof of the Building, or any areas outside of the Premises shall, at Landlord’s sole judgmentelection, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building be performed by Landlord, Tenant ’s designated contractor or otherssubcontractor at Tenant’s expense (provided the cost therefor is competitive). If such interference No construction supervision or conflict occurs, upon L▇▇▇▇▇▇▇administration fee shall be payable in respect of Tenant’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in Work. In connection with Alterations performed by or on behalf of Tenantany subsequent Alterations, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant Landlord shall pay to Landlord or Landlord’s managing agent, be paid a construction supervision fee in an amount equal to four three percent (43%) of the total project cost in connection therewithof such Alteration. At Landlord’s requestPromptly after the completion of an Alteration, Tenant at its expense shall deliver to Landlord reasonable supporting documentation evidencing three (3) sets of accurate as-built (or record) drawings and CAD drawings showing such Alteration in place.
9.3 If any Alterations that require Landlord’s consent are made without the hard prior written consent of Landlord, then Landlord shall have the right, at Tenant’s expense, to so remove and soft correct such Alterations and restore the Premises and the Building to the condition prior to the Alteration. All Alterations to the Premises or the Building made by either party shall immediately become the property of Landlord and shall remain upon and be surrendered with the Premises as a part thereof at the expiration or earlier termination of the Lease Term; provided, however, that Tenant shall remove, at Tenant’s sole costs incurred and expense, all Alterations and other items (including any telecommunications, security, data, computer and similar equipment, cabling and wiring) in the Premises or the Building, which Landlord designates in writing for removal. Landlord shall make such designation promptly after receipt of a written request by Tenant given with Tenant’s request for Landlord’s approval of such Alteration. Notwithstanding the foregoing or anything to the contrary contained in designing and constructing any Alterations.
(h) this Lease, Tenant shall provide notice not be required to Landlord prior remove Alterations consisting of standard build-out items that are typically installed by similar tenants in multi tenanted, multi story, first class office buildings, including but not limited to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees following: (a) the improvements in the kitchen, any restrooms/showers and other improvements that are depicted in or similar to employ only persons holding all necessary licenses to perform such work, (b) all work performed those in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated the test fits prepared by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval ▇ Architecture for the Premises dated April 30, 2012 and February 24, 2012 (the “Test Fits”) attached hereto as Exhibit A; and (b) improvements such as data center and gym/work out rooms, whether or not these type of improvements are depicted in the Test Fits; provided that Tenant may be required to remove interior staircases, if any, installed by Tenant and perform related restoration work. Movable furniture, furnishings and equipment shall be deemed to exclude without limitation any item the removal of which might cause material damage to the Premises or the Building, or which would normally be removed from the Premises with the assistance of any Plansmajor tool or machinery. If such removal causes damage or injury to the Premises or the Building, or L▇▇▇▇▇▇▇’s consent to then Landlord shall have the right, at Tenant’s performing expense, to repair all damage and injury to the Premises or the Building caused by such removal as aforesaid, if Tenant has not completed such repair with thirty (30) days following said damage or injury or, if earlier, prior to or by the Expiration Date (as the same may be extended as herein provided) or the effective date of any Alterationsearlier termination of this Lease. If such furniture, furnishings and equipment are not removed by Tenant prior to or by the extent arising out expiration or earlier termination of the Lease Term, the same shall at Landlord’s option be deemed abandoned or resulting become the property of Landlord to be surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right at Tenant’s expense to remove from the Premises any Alterations made by or on behalf of Tenantall such items or to require Tenant to do the same, except as otherwise provided in this Section. If Tenant fails to return the Premises to Landlord is as required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Lawthis Section, then Tenant shall pay, as Additional Rentpay to Landlord, all costs and expenses (including a construction management fee) incurred by Landlord in connection with effectuating such alterations or improvementsreturn.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Office Lease Agreement, Office Lease Agreement (Guidance Software, Inc.)
Alterations. (a) Tenant shall not may, from time to time, at its expense, make or perform any alterations, additions alterations or improvements in and to the Premises (collectively, hereinafter collectively referred to as “Alterations”) in or to ), provided that Tenant first obtains the Premises without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not be unreasonably withheld, conditioned, withheld or delayed; provided, however, Landlord’s consent . All of the following shall apply with respect to all Alterations: (a) the Alterations are non-structural and the structural integrity of the Property shall not be required for any Alteration that satisfies all affected; (b) the Alterations are to the interior of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpetingPremises; (2c) is not visible from subject to the exterior modifications approved by Landlord in writing to the mechanical, electrical, heating, ventilating, air-conditioning (“HVAC”) which are part of the Premises or BuildingTenant Improvements, the proper functioning of the HVAC, sanitary and other service systems of the Property shall not be affected and the usage of such systems by Tenant shall not be increased; (3d) will not adversely affect Tenant shall have appropriate insurance coverage, reasonably satisfactory to Landlord, regarding the Building Systems, Common Areas or structure performance and installation of the BuildingAlterations; and (4e) costs less than $50,000.00 in the aggregate. Tenant shall give have provided Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alterationwith reasonably detailed plans for such Alterations in advance of requesting Landlord’s consent. Additionally, which notice shall contain a description of such Cosmetic Alteration along before proceeding with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, Tenant shall (i) excepting only at Tenant’s reasonable expense, obtain all necessary governmental permits and certificates for Cosmetic the commencement and prosecution of Alterations; (ii) if Landlord’s consent is required for the planned Alteration, submit to Landlord Landlord, for its written approval, detailed working drawings, plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer all permits for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons work to be employed by Tenant, done and T▇▇▇▇▇’s contractors and subcontractors in connection Tenant shall not proceed with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Alterations until it has received Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when if required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned withheld or delayed, ; and (diii) cause those contractors, materialmen and suppliers engaged to perform the Alterations to deliver to Landlord certificates of insurance (in a form reasonably acceptable to Landlord) evidencing policies of commercial general liability insurance (providing the same coverages as required in Section 10.2 above) and workers’ compensation insurance. Such insurance policies shall satisfy the obligations imposed under Section 10.2. Tenant shall cause the Alterations to be performed in compliance with all Lawsapplicable permits, the terms Laws and requirements of this Lease public authorities, and all construction ruleswith Landlord’s reasonable, procedures non-discriminatory rules and regulations adopted from time-to-time or any other reasonable restrictions that Landlord may impose on the Alterations. Tenant shall cause the Alterations to he diligently performed in a good and workmanlike manner, using new materials and equipment at least equal in quality and class to the standards for the Property reasonably established by Landlord. All materials and equipment Tenant shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by provide Landlord in its reasonable discretionwith “as built” plans, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance copies of all Alterations shall be subject to the supervision construction contracts, governmental permits and oversight certificates and proof of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs labor and expenses incurred by Landlordmaterials, including, without limitation, bonding costs copies of paid invoices and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in final lien waivers. If Landlord’s sole judgmentconsent to any Alterations is required, and Landlord provides that consent, then at the time Landlord so consents, Landlord shall also advise Tenant whether or not Landlord shall require that Tenant remove such employmentAlterations at the expiration or termination of this Lease. If Landlord requires Tenant to remove the Alterations, delivery or use will interfere or cause any conflict with other contractorsthen, mechanics or laborers engaged in during the construction, maintenance or operation remainder of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s requestTerm, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict be responsible for the maintenance of appropriate commercial property insurance (pursuant to leave the Building immediately.
(gSection 10.2) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition; however, if Landlord shall not require that Tenant remove the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, such Alterations shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Property and Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan responsible for the construction and preoccupancy phases (insurance thereof, pursuant to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageSection 10.1.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Industrial Building Lease (Insys Therapeutics, Inc.), Industrial Building Lease (Insys Therapeutics, Inc.)
Alterations. (a) Tenant shall not make or perform any alterationsmay, additions or improvements (collectively, “Alterations”) in or from time to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenanttime, at its expense, make alterations or improvements in and to the Premises (hereinafter collectively referred to as “Alterations”), provided that Tenant first obtains the written consent of Landlord, except that Tenant does not have to request Landlord’s consent for any Alterations that are purely cosmetic and non-structural, and cost less than $50,000.00 per project. All of the following shall apply with respect to all Alterations: (a) the Alterations are non-structural and the structural integrity of the Property shall not be affected; (b) the Alterations are to the interior of the Premises; (c) the proper functioning of the mechanical, electrical, heating, ventilating, air-conditioning (“HVAC”), sanitary and other service systems of the Property shall not be affected and the usage of such systems by Tenant shall not be increased; and (d) Tenant shall have appropriate insurance coverage, reasonably satisfactory to Landlord, regarding the performance and installation of the Alterations. Additionally, before proceeding with any Alterations, Tenant shall (i) excepting only at Tenant’s expense, obtain all necessary governmental permits and certificates for Cosmetic the commencement and prosecution of Alterations; (ii) if Landlord’s consent is required for the planned Alteration, submit to Landlord Landlord, for its written approval, detailed working drawings, plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer all permits for the affected Building System, work to be done and Tenant shall not proceed with such Alterations until it has received Landlord’s approval (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, if required); and (iii) furnish cause those contractors, materialmen and suppliers engaged to perform the Alterations to deliver to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons in a form reasonably acceptable to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such AlterationLandlord) and evidencing policies of commercial general liability (including property damage coverage) insurance and Builderworkers’ compensation insurance. Such insurance policies shall satisfy all obligations imposed under Section 10.2. Tenant shall cause the Alterations to be performed in compliance with all applicable permits, Laws and requirements of public authorities, and with Landlord’s Risk coverage, all in such form, with such companies, for such periods reasonable rules and in such amounts as regulations or any other restrictions that Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insuredsimpose on the Alterations. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such cause the Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be diligently performed (a) in a good and workmanlike manner manner, using new materials and free from defects, (b) excepting only with regard equipment at least equal in quality and class to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, standards for the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time Property established by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject With respect to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of and all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇for which Landlord’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area consent is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such eventrequired, Tenant shall reimburse Landlordprovide Landlord with “as built” plans (upon completion), as Additional Rentcopies of all construction contracts, on demand, governmental permits and certificates and proof of payment for all costs labor and expenses incurred by Landlordmaterials, including, without limitation, bonding costs copies of paid invoices and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in final lien waivers. If Landlord’s sole judgmentconsent to any Alterations is required, and Landlord provides that consent, then at the time Landlord so consents, Landlord shall also advise Tenant whether or not Landlord shall require that Tenant remove such employmentAlterations at the expiration or termination of this Lease. If Landlord requires Tenant to remove the Alterations, delivery or use will interfere or cause any conflict with other contractorsthen, mechanics or laborers engaged in during the construction, maintenance or operation remainder of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s requestTerm, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict be responsible for the maintenance of appropriate commercial property insurance (pursuant to leave the Building immediately.
(gSection 10.2) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition; however, if Landlord shall not require that Tenant remove the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, such Alterations shall not constitute Landlord’s representation that such Plans or Alterations comply with any LawsProperty (defined below) and Landlord shall be responsible for the insurance thereof, pursuant to Section 10.2. Landlord shall not be liable to charge Tenant any oversight, management, administrative or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from fee for any Alterations made by or on behalf approvals of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvementsAlterations.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Industrial Building Lease, Industrial Building Lease (Clearfield, Inc.)
Alterations. (a) Tenant shall not Not to make any alterations or perform any alterations, additions or improvements (collectively, “Alterations”) in to the Premises or to the Service Media or install any plant, equipment, apparatus or machinery in the Premises, or to damage or modify in any way any doors, windows, walls, floors, ceilings or other part of the Premises without first obtaining the Landlord’s prior written consent of Landlord in each instance, (which consent shall not be unreasonably withheld).
(b) Not to install any air-conditioning plant or equipment, conditionedmachinery or other mechanical apparatus on the Premises without the Landlord’s prior written consent (which consent shall not be unreasonably withheld), and to comply with the directions and instructions of the Landlord regarding such installation.
(c) Not to erect, install or delayed; providedalter any partitioning on the Premises without the Landlord’s prior written consent (which consent shall not be unreasonably withheld), howeverand to comply with the directions and instructions of the Landlord regarding such erection, installation and alteration (but Landlord’s consent shall not be required for any Alteration that satisfies all installation of non-structural and demountable partitioning which is removable without damage to the Premises).
(d) Not without the Landlord’s prior written consent (which shall not be unreasonably withheld) to install additional locks, bolts or other fittings to the entrance doors of the following criteria Premises.
(a “Cosmetic Alteration”): (1e) is of a cosmetic nature such Not to erect exhibit or display on the Premises or the Building any writing, sign, aerial, flagpole or other device so as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not to be visible from outside the exterior Building without the Landlord’s prior written consent provided that the Tenant may display its name or business name in the reception area of the Premises or Building; (3) will not adversely affect on the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies door thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such formlettering, with such companies, for such periods characters and in such amounts materials as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. the Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten approve (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees).
(f) Tenant shall not employ, Not to do anything which alters or permit affects the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation external appearance of the Building and/or or to make alterations or additions to the structure or (except for the permitted works to the Premises) other parts of the Building by Landlordor, Tenant or others. If such interference or conflict occurswithout limitation, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediatelyCommon Parts.
(g) Tenant shall reimburse Landlord, In carrying out any permitted works whatsoever to the Premises or anywhere within thirty the Development to observe and perform the provisions of Clause 3.2 (30Fitting Out) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterationsmutatis mutandis.
(h) In applying for the Landlord’s consent or approval under this Clause 3.11 (Alterations), the Tenant shall provide notice to the Landlord prior to moving any heavy machinerywith information which the Landlord deems necessary at its sole and absolute discretion on the effect of such alteration, heavy equipmentaddition, freight, bulky matter installation or fixtures into or out erection (as the case may be) on the efficiency of the Building use of energy and shall pay to Landlord any costs actually incurred by Landlord water in connection therewith. If such equipment requires special handlingthe Premises, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvementsDevelopment.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Lease Agreement, Lease Agreement
Alterations. (a) Except as provided in Section 6.1(c) herein, and subject to the terms and provisions of Exhibit C-2 relating to the initial Tenant shall not make or perform any Improvements to be installed prior to Tenant’s initial occupancy of the Premises, no alterations, additions or improvements (collectively, collectively “Alterations”Improvements,” which term shall include the Tenant Improvements) in or shall be made to the Premises Premises, whether before or during the Lease Term, without first obtaining the prior written consent of Landlord, and all such Improvements, including, without limitation, subdividing partitions, walls and railings of whatever type, material or height, shall, when made, become the property of Landlord and remain upon and be surrendered with the Premises as a part thereof at the end of the Lease Term, unless, at the end of the Lease Term and subject to the terms and provisions of this Section 6.1(a), with regard to Improvements (including, without limitation, cabling and wiring) made to the Premises during the Lease Term, Landlord shall notify Tenant to remove same, in each instancewhich latter event Tenant shall do so. With respect to any Improvement(s) for which Tenant seeks Landlord’s approval (as contemplated in Section 6.1(b) herein), which consent if Landlord approves the proposed Improvement(s), Landlord shall also notify Tenant in writing, simultaneously with the delivery to Tenant of the approval communication, as to whether Landlord reserves the right to require Tenant, at the expiration or earlier termination of the Lease Term, to remove all or any portion of such Improvement(s) and to restore the Premises to the condition that existed immediately prior to the installation of such Improvement(s). If Landlord does not reserve such right to require Tenant to remove the relevant Improvement(s) and to restore the Premises at the expiration or earlier termination of the Lease Term at the time Landlord approves such Improvement(s), then Landlord shall be unreasonably withhelddeemed to have waived such removal and restoration right. Tenant shall remain subject to Landlord’s right to require the removal of all or any portion of Improvements and the associated restoration to be completed by Tenant at the expiration or earlier termination of the Lease Term unless Landlord, conditionedas provided above in this Section 6.1(a), either has waived or delayed; providedis deemed to have waived (i.e., howeverbecause Landlord has allowed the ten (10) business day period in Section 6.1(b) herein to lapse without responding) the right to require the removal of such Improvements and the associated restoration to be completed at the expiration or earlier termination of the Lease Term, Notwithstanding the foregoing, Landlord’s consent shall not be required for with respect to any Alteration that satisfies all alterations, additions or other Improvements (excluding, however, the initial Tenant Improvements installed prior to Tenant’s initial occupancy of the following criteria Premises) related to a single project so long as (i) the expenditures (or series of expenditures made with respect to such project in a “Cosmetic Alteration”): six (16) is month period) to be made in connection with such project do not exceed $50,000.00, (ii) such project does not involve connecting to or tampering with any Building system (including the Building systems referenced in Section 5.1(a)(x) herein) or any Building structural elements or components, (iii) such project does not require work to be performed inside the walls or above the ceiling of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpetingthe Premises; (2iv) is such project does not involve any alterations, additions or other Improvements that are visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure and (v) Tenant provides Landlord with written notice of such project at least thirty (30) days in advance of the Building; commencement of same.
(b) If Tenant is required to seek or desires to seek Landlord’s approval of plans and specifications for Improvements that Tenant desires to install, Tenant shall deliver to Landlord two (42) costs less than $50,000.00 complete sets of reasonably detailed plans and specifications for such Improvements, including dimensions, materials, colors and similar information that landlords of other first-class suburban office buildings comparable to the Building in the aggregatesouth Charlotte area typically require in cases where they have a review right, and each such submittal shall be delivered to Landlord under the cover of a submittal form that is materially similar to the sample submittal form attached hereto as Exhibit J (with blanks completed). Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain Upon Landlord’s receipt of a description submittal of such Cosmetic Alteration along with such plans and specifications, if anyLandlord shall complete such review and provide Landlord’s written response to such plans and specifications to Tenant within ten (10) business days after Tenant initially delivers such plans and specifications to Landlord. As provided in Section 6.1(a) herein, prepared in connection therewith. Without limiting Landlord’s written response to Tenant also shall indicate whether Landlord reserves the foregoing, all such Cosmetic Alterations shall be subject right to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, require Tenant, at its expensethe expiration or earlier termination of the Lease Term, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for remove all or any portion of such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such AlterationImprovement(s) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in to restore the Premises to the condition that existed immediately prior to the installation of such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insuredsImprovement(s). Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings plans and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. If Landlord does not approve the plans and specifications, such written notice from Landlord to Tenant shall provide reasonably detailed comments and suggestions which, if incorporated in the plans and specifications, will render them acceptable to Landlord. Additionally, if Landlord requires more information in order to complete its review, Landlord shall so notify Tenant in writing within the foregoing ten (10) business day period. If Landlord initially does not approve plans and specifications or approves them conditioned upon certain modifications being made therein, the same process set forth above in this Section 6.1(b) shall apply to the resubmittal of such plans and specifications by Tenant to Landlord for Landlord’s approval or unconditional approval, as the case may be. Notwithstanding anything to the contrary contained in this Section 6.1(b), Exhibit C-2 shall control the procedure for submittal and approval of the Tenant Improvements Plans and Specifications (for the initial Tenant Improvements) to be prepared by the Architect/Engineer.
(c) In addition to the terms and provisions contained in the last sentence in Section 6.1(a) herein, Tenant shall not core drill or in any other manner attempt to penetrate the floors of the Building without the prior written consent of Landlord, which Landlord may withhold in its sole discretion. All Improvements shall be constructed in a diligent, good and workmanlike manner, using, at a minimum, finishes which are Building Standard, using only contractors and subcontractors approved in advance and in writing by Landlord, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlordlegal requirements, including, without limitation, bonding costs the procurement of a building permit. With respect to any plans and reasonable attorneys’ fees.
(fspecifications for Improvements which are approved by Landlord as contemplated in Section 6.1(b) Tenant herein, the relevant Improvements shall not employ, or permit be constructed in accordance with the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building plans and specifications approved by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver obtain a Builders’ Risk Insurance Policy covering the Improvements in such amount as is reasonably requested by Landlord, naming Landlord and Landlord’s lender(s) as an additional insured and providing that such policy will not be canceled without giving Landlord and Landlord’s lender(s) at least fifteen (15) days’ prior written notice thereof, and upon completion of such Improvements, Tenant shall furnish Landlord with a complete set of as-built plans and specifications for the same along with a CAD or other electronic version (as reasonably requested by Landlord) of such plans and specifications. Tenant has no authority to allow, will not permit, and will indemnify Landlord reasonable supporting documentation evidencing and hold it harmless from, any contractors’, laborers’, mechanics’, and/or materialmen’s liens, or any other similar liens filed against the hard and soft costs incurred Premises, the Land and/or the Building in connection with any Improvements. Also, with respect to any alterations, additions or other Improvements to the Premises made by Tenant in designing and constructing any Alterations.
(h) excluding, however, the initial Tenant shall provide notice to Landlord Improvements installed prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out Tenant’s initial occupancy of the Building and Premises), if Tenant requests, or if Landlord requires, the involvement of or work by Landlord’s construction coordinator, Tenant shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handlingthe reasonable cost thereof (generally two percent (2%) or more of the cost of the relevant Improvements), T▇▇▇▇▇ agrees to be paid as Additional Rent within thirty (a30) to employ only persons holding all necessary licenses to perform such workdays of receipt of an invoice for the same; provided, (b) all work performed in connection therewith shall comply with all applicable Lawshowever, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable entitled to require the involvement of or work by Landlord’s construction coordinator unless (i) Tenant is leasing from Landlord less than all of the rentable space of the Building, or any other party (ii) Tenant is failing to comply, or has previously failed to comply, with Landlord’s construction requirements and guidelines. Landlord shall have no obligation to provide a construction coordinator relative to the initial Tenant Improvements. Landlord’s concerns and requirements for a supervisory role in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements Improvements will be greater relative to any part portion of the Building and/or Lease Term during which Tenant is leasing from Landlord less than all of the Building rentable space in order to comply the Building. In connection with an applicable Lawany Improvements, Tenant shall paybe entitled to use only the Loading Dock Elevator (which Tenant shall pad and protect to prevent damage to same and the finishes therein) at no additional cost to Tenant beyond the rent otherwise provided for in this Lease, provided all such usage shall be subject to the standard Building Rules and Regulations in effect from time to time, as Additional Rent, all costs referenced in Section 7.4 herein and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises on Exhibit F attached hereto (the “Construction Indoor Air Quality Management PlanBuilding Rules and Regulations”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any constructionAdditionally, Tenant shall cause all the construction of its contractors any Improvements to be completed in a manner that does not materially adversely impact or disrupt other tenants and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) occupants in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; Building and in other buildings in the Business Park.
(d) protect stored on-site Notwithstanding the foregoing terms and installed absorptive materials from moisture damageprovisions in this Article VI to the contrary, reference is made to the terms and provisions of Exhibit G hereto regarding the rights and obligations of the parties relating to the Generator and the Communications Equipment.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Lease (Premier, Inc.), Lease (Premier, Inc.)
Alterations. (a) Tenant shall not make or perform any no alterations, improvements or additions in or improvements to the Premises or any part thereof (individually and collectively, “Alterations”) in or to without giving Landlord prior notice of the Premises without first proposed Alterations and obtaining the Landlord’s prior written consent of Landlord in each instancethereto, which consent consent, except as hereinafter provided, shall not be unreasonably withheld, conditioned, conditioned or delayed; provided, however, Landlord’s Landlord may withhold its consent shall not be required for if it determines, in its sole, but good faith, judgment, that any Alteration that satisfies all proposed Alterations would adversely affect any of the following criteria (a “Cosmetic Alteration”): (1) is structural elements of a cosmetic nature such as paintingthe Building, wallpaperingthe Building’s electrical, hanging picturesplumbing, and installing carpeting; (2) is not heating, telecommunications, mechanical or life safety systems, or be visible from or affect the exterior of the Premises Building. Notwithstanding the foregoing, Tenant shall be permitted to make cosmetic, nonstructural Alterations, additions or Building; (3) will improvements entirely within the interior of the Premises, which do not adversely affect any Building systems, do not require the Building Systemsissuance of any electrical or building permit, Common Areas or structure of the Building; and (4) costs cost less than Twenty Thousand Dollars ($50,000.00 in the aggregate. 20,000.00) per year (“Tenant Permitted Alterations”), as to which Tenant shall be required to give Landlord not less than five (5) Business Days’ notice business days prior written notice, but which Tenant may perform without the requirements of this Paragraph relating to performing the prior written consent of Landlord (but otherwise without waiving or releasing Tenant from compliance with any Cosmetic Alterationof the other provisions of this Article applicable to Alterations). Tenant shall not, which notice without the prior written consent of Landlord in accordance with this Paragraph 12(c), erect or install any exterior or interior window or door signs, or any other type of sign or placard, whether within or outside the Building. All signs and placards visible from or attached to any windows or exterior Building elements must comply with the City of Oakland signage requirements applicable to the Project. Any and all signage shall contain a description be deemed “Alterations” for all purposes of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewiththis Lease. Without limiting Notwithstanding the foregoing, all such Cosmetic Alterations Tenant shall be permitted to install (i) identity signage at the main entry to the Premises on each floor on which the Premises is located, subject to compliance with Landlord’s general guidelines relating to signs inside the Building on office-occupancy floors, and (ii) exterior signage subject to Landlord’s reasonable consent provided the same complies with all applicable laws and regulations.
(b) Any and all work by Tenant shall be performed only by contractors reasonably approved by Landlord and, where the prior consent of Landlord is required, upon the approval by Landlord of fully detailed and dimensioned plans and specifications pertaining to the work in question, to be prepared and submitted by Tenant at its sole cost and expense. Landlord’s approval or consent to any such work shall not impose any liability upon Landlord, and no action taken by Landlord in connection with such approval, including, without limitation, attending construction meetings of Tenant’s contractors, shall render Tenant the agent of Landlord for purposes of constructing any Alterations. Upon substantial completion of any Alterations requiring the prior consent of Landlord, Tenant shall deliver to Landlord two (2) sets of “as built” plans covering said Alterations and a copy of the terms final building permit for the work signed off as approved by the appropriate building inspector. Tenant shall at its sole cost and conditions of this Section 7.3. Prior expense obtain all necessary approvals and permits pertaining to making any Alterations. Landlord shall have the right to participate in the permitting process related to any such Alterations and Tenant shall coordinate the submittal of all permit applications with Landlord. Tenant shall be solely responsible for any additional alterations and improvements required by law to be made elsewhere in or to the Premises, or in or to any portion of the Building, as a result of any Alterations to the Premises made by or for Tenant. All Alterations (other than trade fixtures), including, but not limited to, carpeting, other floor coverings, built-in shelving, built-in bookcases, built-in paneling and built-in security systems (excluding any leased or readily removable systems) made in or upon the Premises either by or for Tenant and affixed to or forming a part of the Premises, shall immediately upon installation become Landlord’s property free and clear of all liens and encumbrances. If requested by Landlord in writing delivered at the time Landlord approves of the installation or construction of said Alterations, Tenant shall remove or cause to be removed at its expense, upon the expiration or any sooner termination of this Lease, any and all Alterations made in or upon the Premises during the Term of this Lease by or for Tenant. However, Tenant shall have no obligation to remove any of the Tenant Improvements, data/voice cabling or any other initial Alterations by Tenant to prepare the Premises for occupancy.
(ic) excepting only for Cosmetic AlterationsTenant shall keep the Premises and the Building free from any mechanic’s liens, submit to Landlord for its approvalvendor’s liens or any other liens arising out of any work performed, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, materials furnished or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed obligations incurred by Tenant, and T▇▇▇▇▇’s contractors agrees to defend, indemnify and subcontractors hold harmless Landlord from and against any such lien or claim or action thereon, together with costs of suit and reasonable attorneys’ fees incurred by Landlord in connection with any such Alterationclaim or action. Before commencing any work or any alteration, addition or improvement to the Premises which requires Landlord’s consent, Tenant shall give Landlord at least ten (10) and commercial general liability business days’ written notice of the proposed commencement of work (including to afford Landlord an opportunity to post appropriate notices of non-responsibility). In the event that there shall be recorded against the Premises or the Building or the property damage coverage) insurance and Builder’s Risk coverageof which the Premises is a part any claim or lien arising out of any such work performed, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request materials furnished or obligations incurred by Tenant for Landlord’s approval of any proposed Alterations and such claim or lien shall not be removed, bonded over or discharged by Tenant within ten (10) days of receipt of written notice from Landlord, Landlord shall have the right but not the obligation to pay and discharge said lien by bond or otherwise without regard to whether such request.
lien shall be lawful or correct. Any reasonable costs, including attorneys’ fees incurred by Landlord, shall be paid by Tenant within ten (b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (3010) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved demand by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in Before any Alterations or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed construction with manual overrides for areas that respect thereto are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed undertaken by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse provide Landlord with certificates of insurance evidencing the maintenance in effect by Tenant (or Tenant shall require any contractor performing work on the Premises to carry and maintain, at no expense to Landlord) of workers’ compensation insurance as required by applicable law, as Additional Rentbuilders’ risk insurance for the amount of the completed value of the Alterations on an “all-risk” non-reporting form covering all Alterations under construction, on demandincluding building materials, for all costs and expenses incurred by Landlord, Commercial General Liability insurance (including, without limitation, bonding costs contractor’s liability coverage, contractual liability coverage and reasonable attorneys’ feescompleted operations coverage) written on an occurrence basis with a minimum combined single limit of Two Million Dollars ($2,000,000) and adding the “Owner(s) of the Building and its (or their) respective members, principals, beneficiaries, partners, officers, directors, employees, agents (and their respective members and principals) and mortgagee(s)” (and any other designees of Landlord as the interest of such designees shall appear) as additional insureds.
(fe) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision project administration fee determined by Landlord in an amount equal to four three percent (43%) of the total project hard cost in connection therewith. At Landlord’s request, Tenant shall deliver of any Alterations to compensate Landlord reasonable supporting documentation evidencing for the hard and soft administrative costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred services provided by Landlord in connection therewith. If such equipment requires special handlingthe supervision and coordination of the work or, T▇▇▇▇▇ agrees (a) in lieu thereof, if Landlord determines to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord engage a third party construction manager specific to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance construction of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan reimburse Landlord for the commercially reasonable fees and expenses of such third party construction and preoccupancy phases (manager. Notwithstanding anything to the extent applicable) contrary in the foregoing, Landlord waives payment of, and shall not charge Tenant, a project administration fee with respect to any Tenant Improvement proposed to be constructed by Tenant in connection with its initial occupancy of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damagePremises.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 2 contracts
Sources: Office Lease (ThredUp Inc.), Office Lease (ThredUp Inc.)
Alterations. (a) Tenant shall not make or perform any alterations, additions or improvements to the Premises (collectively, the “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not be unreasonably withheld, conditioned, conditioned or delayed; provided, howeverexcept for the installation of unattached, Landlord’s consent shall not movable trade fixtures which may be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as paintinginstalled without drilling, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of cutting or otherwise defacing the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 as described in the aggregate. Tenant shall give Landlord not less than five second (52nd) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions grammatical paragraph of this Section 7.38(a); however the parties agree that in any event it shall be reasonable for Landlord to deny consent to removal of the stairways within the Building. Prior to making any AlterationsExcept as set forth in the immediately preceding sentence and in the second grammatical paragraph of this Section 8(a), Tenant, at its expense, Tenant shall (i) excepting only for Cosmetic Alterations, submit furnish complete plans and specifications to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, at the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by it requests Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject consent to any lien Alterations if the desired Alterations: (i) will affect the Building’s Systems or Building’s Structure; or (ii) will require the filing of plans and specifications with any governmental or quasi-governmental agency or authority; or (iii) will require a building permit or other encumbrancefederal, state, county or local approvals with respect thereto; or (iv) will cost in excess of One Hundred Thousand Dollars ($100,000.00). Upon request, Landlord will provide Tenant with a list Subsequent to obtaining Landlord’s consent and prior to commencement of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such eventAlterations, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs deliver to Landlord any building permit required by applicable Law and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation a copy of the Building and/or the Building by Landlord, Tenant or othersexecuted construction contract(s). If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, Landlord within thirty (30) days after delivery the rendition of an invoice therefor, a ▇▇▇▇ for all commercially of Landlord’s reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed any Alterations, including all management, engineering, outside consulting, and construction fees incurred by or on behalf of Landlord for the review and approval of Tenant, including costs incurred in connection with (a) Landlord’s review plans and specifications and for the monitoring of Plans (including review of requests for approval thereof) and/or supervision of performance construction of the AlterationAlterations, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay together with a supervision coordination fee to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) the product of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval two percent (2%) and (ii) the so-called “hard” costs of Plans, or consent by the Alterations. If Landlord consents to the making of any AlterationsAlteration, such Alteration shall be made by Tenant at Tenant’s sole cost and expense by contractors and subcontractors approved in writing by Landlord in accordance with Section 8(b)(iii), which approval shall not constitute Landlord’s representation that such Plans unreasonably be withheld, conditioned or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterationsdelayed. If and the Alterations which Tenant causes to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, be constructed result in Landlord is being required by an order or directive of a governmental authority to make any alterations or and/or improvements to any part other portions of the Building and/or the Building Project in order to comply with an any applicable LawLaws, then Tenant shall pay, as Additional Rent, reimburse Landlord upon demand for all costs and expenses incurred by Landlord in connection with making such alterations or and/or improvements.
(j) In connection . Any Alterations made by Tenant shall become the property of Landlord upon installation and shall remain on and be surrendered with the performance Premises upon the expiration or sooner termination of this Lease, except Tenant shall upon demand by Landlord, at Tenant’s sole cost and expense, forthwith and with all due diligence (but in any event not later than ten (10) days after the expiration or earlier termination of the Lease) remove all or any portion of any Specialty Alterations (defined below) made by Tenant which are designated by Landlord to be removed and repair and restore the Premises in a good and workmanlike manner to their original condition, reasonable wear and tear and casualty not required to be repaired by Tenant excepted. Notwithstanding the foregoing, upon Tenant’s request at the time it seeks Landlord’s consent to an Alteration, Landlord agrees to indicate in writing whether it will require any such Alteration which constitutes a Specialty Alteration to be removed upon the expiration or earlier termination of the Lease. As used herein, a “Specialty Alteration” is any Alteration that is not a normal and customary general office improvement including, but not limited to improvements which (i) perforate, penetrate or require reinforcement of a floor slab (including, without limitation, interior stairwells or high-density filing or racking systems), (ii) consist of the installation of a raised flooring system, (iii) consist of the installation of a vault or other similar device or system intended to secure the Premises or a portion thereof in a manner that exceeds the level of security necessary for ordinary office space, (iv) involve material plumbing connections (such as, for example but not by way of limitation, kitchens, saunas, showers, and executive bathrooms outside of the Building core and/or special fire safety systems), (v) consist of the dedication of any material portion of the Premises to non-office usage (such as classrooms, bicycle storage rooms, or “cooking” kitchens), (vi) can be seen from outside the Building or (vi) consists of the installation of internal stairways between floors. All construction work done by Tenant within the Premises shall be performed in a good and workmanlike manner with new materials of first-class quality, lien-free and in compliance with all Laws, and in such manner as to cause a minimum of interference with other construction in progress and with the transaction of business in the Project. TENANT AGREES TO INDEMNIFY, DEFEND AND HOLD LANDLORD HARMLESS AGAINST ANY LOSS, LIABILITY OR DAMAGE RESULTING FROM SUCH WORK, AND TENANT SHALL, IF REQUESTED BY LANDLORD, FURNISH A BOND OR OTHER SECURITY SATISFACTORY TO LANDLORD AGAINST ANY SUCH LOSS, LIABILITY OR DAMAGE (PROVIDED, HOWEVER, THAT NO BOND SHALL BE REQUIRED AS LONG AS NO EVENT OF DEFAULT SHALL HAVE OCCURRED UNDER THIS LEASE). The foregoing indemnity shall survive the expiration or earlier termination of this Lease. Landlord’s consent to or approval of any Alterations, Tenant additions or improvements (or Tenant’s contractorthe plans therefor) shall develop not constitute a representation or warranty by Landlord, nor Landlord’s acceptance, that the same comply with sound architectural and/or engineering practices or with all applicable Laws, and implement an indoor air quality management plan Tenant shall be solely responsible for ensuring all such compliance. Notwithstanding the construction and preoccupancy phases (foregoing, Tenant shall not be obligated to receive the extent applicable) written consent of the Building and Landlord for interior Alterations to the Premises (i) where the “Construction Indoor Air Quality Management Plan”). All estimated cost of the proposed Alteration is One Hundred Thousand Dollars ($100,000.00) or less, (ii) if said Alterations performed by do not affect the structural components of the Building, or on behalf adversely affect the Building’s Systems and cannot be seen from outside the Premises, (iii) if such said Alterations changes do not remove any of Tenant shall meet or exceed the requirements set forth in stairways within the Construction Indoor Air Quality Management Plan. During any constructionBuilding, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (div) protect stored on-site and installed absorptive materials from moisture damageif said Alteration shall not require a building permit or any federal, state, county or local approvals.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Zuora Inc)
Alterations. (a) 12.3.1 The Tenant shall not make any alterations or perform any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises or pursuant to the relevant rights granted to it in clause 4.1 except as permitted by clause 12.3.
12.3.2 Subject to clauses 12.3.3 and 12.3.4, the Tenant may make alterations which are both internal and non-structural and which will not adversely affect any of the Service Media and/or the performance or life-cycle of any mechanical or electrical services or any other plant and/or equipment in the Building and/or the sound or fire integrity of the Building or the Premises without first obtaining the consent of the Landlord.
12.3.3 The Tenant shall not carry out any alterations which would adversely affect any of the Service Media and/or the performance or life-cycle of any mechanical or electrical services or any other plant and/or equipment in the Building and/or the sound or fire integrity of the Building or the Premises without the consent of the Landlord, such consent not to be unreasonably withheld or delayed.
12.3.4 The Tenant shall not carry out any alterations or additions to the Premises which in the Landlord’s reasonable opinion materially adversely affect the energy efficiency or the Asset Rating or (where applicable) the Operational Rating or the BREEAM Rating of the Premises or the Building without the prior written consent of the Landlord in each instance, which provided always that before giving consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all under this clause 12.3.4 the Landlord may require the submission by the Tenant to the Landlord of sufficient information to enable the Landlord to assess the impact of the following criteria proposed alterations or additions to the Premises on the energy efficiency or the Asset Rating or (a “Cosmetic Alteration”): (1where applicable) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior Operational Rating or the BREEAM Rating of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and .
12.3.5 In respect of any alterations that the Tenant may carry out under this Lease, the Tenant shall:
(4a) costs less than $50,000.00 comply in all respects with the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting tenant handbook current as at the foregoing, all such Cosmetic Alterations shall be date hereof subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration reasonable amendment as has been designed by, made on the date when such alterations or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for additions to the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.Premises are carried out;
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to carry out the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) works in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, good quality materials; and
(c) provide the Landlord with as-built drawings and any information reasonably required by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no relation to such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list works within 30 Business Days of pre-approved contractors. The performance of all Alterations shall be subject to request from the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If 12.3.6 Unless and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is otherwise required by an order or directive of a governmental authority to make any alterations or improvements to any part the Landlord, the Tenant shall, at the end of the Building and/or the Building in order to comply with an applicable LawTerm, Tenant shall pay, as Additional Rent, remove any and all costs alterations and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (additions made to the extent applicable) Premises whether made during the Term or before the Term pursuant to an agreement for lease made between the Landlord, the Tenant and the Guarantor and dated 21 November 2017 or pursuant to a tenancy at will letter between the Landlord, the Tenant and the Guarantor and dated 21 November 2017 and shall reinstate the Premises and make good any damage caused by that removal to the reasonable satisfaction of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageLandlord.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (a) Tenant Borrower, at its sole cost and expense, shall not make or have the right from time to time to perform any alterationsAlterations, additions or improvements (collectively, “Alterations”) subject in or all cases to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions further provisions of this Section 7.3. Prior and to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates applicable provisions of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such requestthis Agreement.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In additionBorrower may not make, Tenant shallor allow to be made, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and any Supervised Alteration to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to LandlordProperty without obtaining GECC’s prior written consent.
(c) All Supervised Alterations shall be performed made (ai) in a good under the supervision of an architect or engineer selected by Borrower and workmanlike manner and free from defects, approved by GECC; (bii) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans detailed plans and specifications prepared by such architect or engineer; and (iii) pursuant to a contract therefor approved by Landlord, (c) GECC between Tenant and a general contractor engaged by contractors, subcontractors, engineers Tenant which incorporates such plans and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, specifications. Copies of all such plans and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment specifications shall be of first quality delivered by Borrower to GECC and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇GECC’s managing agentprior approval.
(d) Tenant No Alteration shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupiedbe made except in compliance with, and Borrower hereby covenants that it will comply with or cause compliance with, each of the following provisions:
(bi) install All Alterations shall be made with reasonable diligence and maintain occupancy sensors dispatch (subject to Unavoidable Delays) in a first class manner and with first class materials and workmanship.
(ii) Before any Alteration has begun, Borrower shall procure, at its expense, or cause to be procured, all necessary licenses, permits, approvals and authorizations from all Governmental Authorities for such Alteration and shall, on demand, deliver photocopies thereof to GECC.
(iii) All Alterations shall be made and completed in accordance with all built-governmental statutes, laws, rules, orders, regulations, ordinances, judgments, decrees and injunctions of governmental authorities (including Environmental Laws) affecting either Borrower or the Property or any portion of or the construction, ownership, use, alteration or operation of, or any portion of any Property (whether now or hereafter enacted and in force), and all permits, licenses and authorizations and regulations relating thereto and insurance requirements under this Agreement.
(iv) No Alteration shall create any encroachment upon any street, easement, setback line or open yard requirement or upon any adjacent premises.
(v) To the extent that any Alteration materially alters the footprint of any of the Improvements, Borrower shall deliver to GECC a copy of a final survey of the Property, certified to GECC, showing the completed Alteration.
(vi) No Alteration shall be made which would in the opinion of GECC render title to the Property or any part thereof unmarketable.
(vii) No Alteration shall be performed which would tie in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may connect any building or structure on the Property with any other building or structure located outside the boundary lines of the Property without the prior written consent of GECC.
(viii) All Alterations shall be installed performed in compliance with manual overrides for areas that are customarily occupiedany and all restrictive or protective covenants affecting the Property.
(ix) All expenses of GECC incurred by reason of the Alteration in question shall be reimbursed by Borrower, such as individual offices and conference roomsupon demand.
(e) TenantNothing contained in this Agreement shall constitute any consent or request by GECC, at its expenseexpress or implied, shall discharge and release for the performance of any lien, encumbrance, labor or charge recorded services or filed against the Building and/or furnishing of any materials or other property in respect of the Property in connection with or any work performed part thereof, nor as giving Borrower any right, power or claimed authority to have been performed by contract for or on behalf permit the performance of Tenant, any labor or services or the furnishing of any materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt other property in such fashion as would permit the making of notice any claim against GECC in respect thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant Before any Alteration has begun, GECC shall not employ, or permit have the employment of, any contractor, mechanic or laborer, or permit any materials right to be delivered post and maintain on the Property and to or used record in the Premises and/or the Building, if, in LandlordCounty Recorder’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged office in the construction, maintenance or operation County in which the Property is located any notices of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOCresponsibility provided for under applicable law.
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Alterations. (a) Tenant shall not make or perform suffer to be made any alterationsalteration, additions addition or improvements (collectively, “Alterations”) in improvement to or to of the Premises or any part thereof (collectively referred to herein as "alterations") without first obtaining (i) the prior written consent of Landlord, (ii) a valid building permit issued by the appropriate governmental authority and (iii) otherwise complying with all applicable laws, regulations and requirements of governmental agencies having jurisdiction and with the rules, regulations and requirements of any board of fire underwriters or similar body. Notwithstanding the foregoing, Tenant may make non-structural alterations costing in the aggregate less than one thousand dollars ($1,000.00) in any one year of the term without the prior written consent of Landlord, provided that such alterations do not materially reduce the marketability of the Premises, and that Tenant promptly informs Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all writing of the following criteria (a “Cosmetic Alteration”): (1) is nature of a cosmetic nature the alterations, the cost thereof and the contractor engaged or proposed to be engaged to perform such as painting, wallpapering, hanging pictureswork, and installing carpeting; provided further that all such work complies with clauses (2ii) is and (iii) above. Any alteration made by Tenant (excluding moveable furniture and trade fixtures not visible from attached to the exterior Premises) shall at once become a part of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior belong to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewithLandlord. Without limiting the foregoing, all such Cosmetic Alterations heating, lighting, electrical (including all wiring, conduit, outlets, drops, buss ▇▇▇ts, main and subpanels), air conditioning, partitioning, drapery and carpet installations made by Tenant, regardless of how attached to the Premises, together with all other alterations that have become an integral part of the Project in which the Premises are a part, shall be and become part of the Premises and belong to Landlord upon installation and shall not be deemed trade fixtures, and shall remain upon and be surrendered with the Premises at the termination of the lease. Regardless of whether Landlord's consent is required in connection with the making of any alteration by Tenant, the same shall be made by Tenant at its sole risk, cost and expense and only after Landlord's written approval of any contractor or person selected by Tenant for that purpose, and the same shall be made at such time and in such manner as Landlord may from time to time designate. Tenant shall, if required by Landlord, secure at Tenant's cost a completion and lien indemnity bond for such work. Upon the expiration or sooner termination of the term, Landlord may, at its sole option, require Tenant, at Tenant's sole cost and expense, to promptly both remove any such alteration made by Tenant and designated by Landlord to be removed and repair any damage to the Premises caused by such removal; provided, however, upon Tenant's written request, Landlord shall inform Tenant at the time of consent to such alteration whether Landlord shall require Tenant to remove such alteration at the expiration of the term. Any moveable furniture and equipment or trade fixtures remaining on the Premises at the expiration or other termination of the term shall become the property of the Landlord unless promptly removed by Tenant. If during the term, and subject to all paragraph 7 above, any alteration, addition or change of the terms and conditions Premises or the Project is required by law, regulation, ordinance or order of this Section 7.3. Prior to making any Alterationspublic or quasi-public authority, Tenant, at its sole cost and expense, shall (i) excepting only for Cosmetic Alterationspromptly make the same. If during the term any alterations, submit additions or changes to Landlord for its approvalthe Common Area or to the Project in which the Premises is located is required by law, detailed plans and specifications (“Plans”) for such proposed Alterationregulation, ordinance or order of any public or quasi-public authority, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer it is impractical in Landlord's judgment for the affected Building Systemtenants to individually make such alterations, (ii) obtain all building permits and other required permitsadditions or changes, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of make such request.
(b) Tenant shall obtain all building permits alterations, additions or changes and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies cost thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good common area charge and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay its percentage share of such cost to Landlord or Landlord’s managing agent, a construction supervision fee as provided in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterationsparagraph 16.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (a) Tenant a. Sublessee shall not make or perform permit any alterations, installations, additions or improvements (collectivelyimprovements, “Alterations”) structural or otherwise in or to the Premises (collectively, "Alterations" ) that require a permit or other government approval or that require the approval of the Master Lessor, without first obtaining the prior written consent of Landlord in each instanceSublessor, which consent shall not be unreasonably withheld, conditioned, withheld or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria delayed (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of approval by the terms and conditions of this Section 7.3Master Lessor). Prior Sublessor agrees not to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect withhold Sublessor's consent to any Alteration affecting any Building System, evidence that the proposed Alteration alteration which has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for consented to by the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insuredsMaster Lessor. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defectsdone at the Sublessee's expense, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans plans and specifications approved by Landlord, (c) by contractors, subcontractors, engineers Sublessor and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayedthe Master Lessor, and (d) subject to all other reasonable conditions which the Sublessor and the Master Lessor may impose.
b. Excepting trade fixtures, equipment, machinery and other personal property of the Sublessee's and except as provided in compliance Section 6.c., all appurtenances, fixtures, improvements, additions or other property attached to or installed in the Premises at the commencement of or during the Term, whether temporary or permanent in nature, shall be and remain the property of Sublessee during the Term, but shall be surrendered with all Lawsthe Premises at the end of the Term without compensation to Sublessee.
c. All furniture, the terms of this Lease furnishings, equipment, machinery, counters, bookshelves, other cabinetry, and all construction rulesother articles of movable personal property installed in the Premises by or for the account of Sublessee, procedures without expense to Sublessor, and regulations adopted from time-to-time by Landlord. All materials and equipment shall which can be of first quality and at least equal removed without structural or other material damage to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment Premises (other than Tenant’s "Sublessee's Property") shall be subject to and remain the property of the Sublessee and may be removed by it at any lien or other encumbrancetime during the Term. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject Prior to the supervision and oversight expiration or termination of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant the Term, Sublessee shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in remove from the Premises and/or all of Sublessee's Property except such items as the Building, if, parties shall have agreed in Landlord’s sole judgment, such employment, delivery writing are to remain and to become the property of Sublessor or use will interfere the Master Lessor. Sublessee shall repair or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if pay the cost of repairing any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord damage to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or Premises resulting from any Alterations made by such removal. Sublessee's obligations under this section 6.c shall survive the expiration or on behalf earlier termination of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvementsthis Lease.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Sublease Agreement (Genitope Corp)
Alterations. (aArticle 8) Tenant shall make no alteration, addition or improvement to the Premises without the prior written approval of Landlord. Landlord shall not unreasonably withhold, condition or delay its approval of nonstructural interior alterations to the Premises, provided that such alterations do not adversely affect any of the Building systems. Notwithstanding the foregoing, Landlord’s prior written approval is not required for any (i) decorative work, such as painting, wall covering, carpeting and picture hanging or (ii) other alteration not requiring the approval of, and/or submission of plans to, any governmental agency (including the Department of Buildings of the City of New York), provided that such alteration does not adversely affect (other than to a de minimis extent) the proper functioning of any of the Building systems outside of the Premises; and provided, further, that all such work shall be performed in accordance with all applicable provisions of Article 8 (except the requirement of Landlord’s approval of work or the plans and specifications for such work; Tenant, nevertheless, is required to provide Landlord with a reasonably detailed written description of such work, at least ten (10) days prior to the start thereof). All alterations shall be performed in accordance with the foregoing and all of the conditions set forth in Article 8. RESTORATION: (Article 8C(ii)) Tenant shall not make or perform have no obligation to restore the Premises, except for any alterations, additions or improvements which are not standard for normal office installations (collectively, “Specialty Alterations”) in or ), e.g., reinforced flooring for high density filing, vaults and internal stairways, which shall be removed by Tenant and any damage repaired, at Tenant’s expense, prior to the Premises without first obtaining expiration of the prior written consent term of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayedthe Lease; provided, however, Landlordthat Landlord shall be required to designate each such Specialty Alteration that Tenant must remove at the time Landlord approves any such Specialty Alteration; and provided, further, that Tenant’s request for consent to such alteration specifies (in bold faced type and capital letters) that Landlord must so designate. Tenant shall not be required for to remove any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. executive lavatories installed by Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts no event will any Supplemental A/C Unit (as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10defined in Article 31C) days of receipt of such requestbe deemed a Specialty Alteration.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Coty Inc /)
Alterations. (ai) Tenant Subtenant shall not make or perform permit to be made any alterations, additions additions, improvements, or improvements modifications to the Sublet Premises (collectivelyincluding, without limitation, modifications to the configuration of the Walls/Partitions or Systems Furniture) (any such alteration, addition, improvement or modification, an “Alterationsalteration”) in or to the Premises without first obtaining (i) the prior written consent of Landlord Sublessor, acting in each instanceits sole and absolute judgment, which both as to whether the alterations may be made and as to how and when they will be made (provided that Sublessor’s consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria withheld so long as such alterations (a “Cosmetic Alteration”): (1a) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is are not visible from the exterior of the Premises or Building; Sublet Premises, (3b) will do not adversely affect either the Building Systems, Common Areas Structure or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord), and (iiic) furnish to are not inconsistent with the standards of a First-Class Building (as determined by each of Sublessor and Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, in its sole and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alterationabsolute discretion) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverageii), all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance the Prime Lease, the prior written consent of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations Any alterations shall be performed (a) made at Subtenant’s expense, in a good and workmanlike manner by contractors and free from defectssubcontractors approved by Sublessor (acting reasonably) and, (b) excepting only with regard to Cosmetic Alterationsif required by the Prime Lease, substantially in accordance with the Plans approved by Landlord, (c) by provided, however, with respect to alterations affecting the Walls/Partitions or Systems Furniture, Subtenant shall use contractors, subcontractors, engineers subcontractors and vendors approved designated by LandlordSublessor in its sole and absolute discretion). If any alteration involves the removal of all or any portion of any Wall or Systems Furniture, Subtenant shall store such removed item, utilizing storage vendors designated by Sublessor in its sole and absolute discretion, which approval vendors shall agree, in writing, that they shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to have any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list security interest in any of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇Sublessor’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlordproperty, including, without limitation, bonding the Walls/Partitions and/or Systems Furniture; Subtenant shall provide copies of all agreements with such vendors to Sublessor. All alterations shall be made in accordance with complete plans and specifications approved in advance in writing by Sublessor, and in accordance with all Laws (including, without limitation, the ADA), and only after Subtenant: (i) has obtained all necessary permits from governmental authorities having jurisdiction and has furnished copies thereof to Sublessor, (ii) has submitted to Sublessor an architect’s certificate that the alterations will conform to all Laws (including the ADA), and (iii) has complied with all other requirements reasonably imposed by Sublessor, including without limitation any requirements due to the underwriting guidelines of Sublessor’s insurance carriers. At Subtenant’s expense, Sublessor shall join in submitting Subtenant’s plans for any necessary governmental approval, if required by applicable law. Sublessor’s consent to any alterations and approval of any plans and specifications constitutes approval of no more than the concept of these alterations and not a representation or warranty with respect to the quality or functioning of such alterations, plans and specifications. Subtenant shall pay to Sublessor (and, if required by the Prime Lease, the Landlord) the charge reasonably prescribed by Sublessor [and Landlord (if applicable)] in consideration for the work of Sublessor, Landlord, and its and their employees in reviewing and approving such plans and specifications (or the actual cost incurred by Sublessor and, if applicable, Landlord, to have a third party representative review such plans and specifications), including, without limitation, those reasonable costs incurred by Sublessor in reviewing and reasonable attorneys’ feesapproving the modifications described in Section 2(b) of this Sublease.
(fii) Tenant In the event Sublessor (and, if applicable, Landlord) approves Subtenant alterations pursuant to the terms of this Section 7, Subtenant shall not employ, or permit be and is solely responsible for such alterations and for the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or proper integration thereof with the Building, ifincluding the Building Systems, in Landlord’s sole judgmentBuilding Structure and existing conditions. Notwithstanding the foregoing, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation all alterations affecting a component of the Building and/or Structure or Building Systems shall be performed by contractors approved by Sublessor and Landlord (in its and their sole discretion). With respect to any alteration that affects a component of the Building Structure or Building Systems, which component is covered by Landlorda warranty that requires work performed on such component to be performed by a particular contractor, Tenant or others. If Subtenant shall use such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord contractor in connection with Alterations performed such alteration. Sublessor and, if required by or on behalf of Tenantthe Prime Lease, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of , shall have the Alterationright, and (b) but not the provision of Building personnel during the performance of any Alteration other than during Normal Business Hoursobligation, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to supervise the making of any Alterationssuch alterations and to be compensated for such supervision at a rate reasonably prescribed by Sublessor and, if applicable, Landlord. All such construction, alterations, and maintenance work done by or for Subtenant shall (i) be performed in a such manner as to maintain harmonious labor relations, (ii) not constitute Landlordalter the exterior appearance of the Building or the Common Areas, (iii) not affect the structure or the safety of the Building, (iv) comply with all building, safety, fire, plumbing, electrical, and other codes, permitting and governmental and insurance requirements, (v) not result in any usage in excess of building standard of water, electricity, gas, heating, ventilating, or air conditioning (either during or after such work), unless prior written arrangements reasonably satisfactory to Sublessor and Landlord are made with respect thereto, (vi) be completed promptly and in a good and workerlike manner, (vii) be performed in compliance with Section 8.B. of the Prime Lease, and (viii) not unreasonably interfere with the use and occupancy of the Building by any other tenant or occupant. Sublessor will require Subtenant, before permitting Subtenant to commence construction of alterations, to give Sublessor proof reasonably satisfactory to Sublessor of Subtenant’s representation financial ability to complete and fully pay for Subtenant’s work; or, in lieu thereof, to furnish to Sublessor a completion bond in an amount satisfactory to Sublessor guaranteeing the completion of Subtenant’s work free of mechanics’ and materialmen’s liens. Each of Landlord and Sublessor shall have the right, but not the obligation, to periodically inspect the performance of the construction of any alteration. Subtenant shall, at its sole expense, promptly repair any defects of which Sublessor or Landlord notifies Subtenant.
(iii) Following completion of any alterations, at Sublessor’s request, Subtenant (i) shall deliver to Sublessor a certificate signed by Subtenant stating that such Plans alterations have been completed in accordance with the plans and specifications previously delivered to Sublessor and in accordance with Laws, including the ADA, and (ii) either shall deliver to Sublessor a complete set of “as built” plans showing the alterations or Alterations comply with shall reimburse Sublessor for any Lawsexpense incurred by Sublessor in causing the Building plans to be modified to reflect the alterations. Landlord shall not be liable Subtenant hereby agrees to Tenant or indemnify and hold Sublessor harmless against and from any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plansand all claims, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If damages, costs, and to the extent fines arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection connected with such alterations or improvementsalterations.
(jiv) In connection with If any alterations are made without the performance prior written consent of Sublessor, or which do not materially conform to plans and specifications approved by Sublessor or to other conditions imposed by Sublessor pursuant to this Section 7, or which may have more than a de minimis adverse effect on the Building or the property, or on the health or safety of any Alterationsof the persons employed therein, Tenant Sublessor may, in its sole discretion, correct or remove such alterations at Subtenant’s expense.
(v) All alterations made by Subtenant shall be removed, and the Sublet Premises restored to its condition on the date of this Sublease (including restoration and return of any Walls/Partitions or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (Systems Furniture removed therefrom), on or prior to the extent applicable) end of the Building and the Premises Sublease Term (the “Construction Indoor Air Quality Management Plan”including any early termination thereof). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements , all as more particularly set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageSection 15 hereof.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (a) After initially opening the Premises for business, Tenant shall not make or perform cause to be made to the Premises or the Tenant Utility Facilities any alterationsaddition, additions renovation, alteration, reconstruction or improvements change (collectively, “Alterations”)
(i) involving structural changes or additions, (ii) affecting the exterior storefront, fire sprinkler systems, exterior walls, floor slab, or roof of the Premises, (iii) requiring or resulting in any penetration of the roof, demising walls or to floor slab of the Premises Premises, without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall (iv) costing in excess of Five Thousand Dollars ($5,000.00) and not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 described in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall clauses (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System), (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and or (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such requestabove.
(b) Tenant All Alterations shall obtain all building permits be made under the supervision of a competent licensed architect or competent licensed structural engineer satisfactory to Landlord and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings be made in accordance with plans and specifications with respect thereto, approved in a format acceptable to Landlordwriting by Landlord before the commencement of work.
(c) All Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of the commencement of any Alterations in the Premises and Landlord shall have the right to enter upon the Premises to post customary notices of non-responsibility with respect thereto. Tenant, at its cost, shall obtain all required governmental permits and approvals for all Alterations and all such Alterations shall be performed (a) strictly in accordance with all applicable laws, ordinances, rules or regulations of any public authority, in a good and workmanlike manner and free from defects, (b) excepting only diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. Construction work in connection with regard any Alterations shall be performed in such manner as not to Cosmetic Alterations, substantially in accordance obstruct the access to the Premises or otherwise interfere with the Plans approved operation of business by Landlord, (c) by contractors, subcontractors, engineers any other occupant of the Project. Such Alterations shall be considered as improvements and vendors approved by Landlord, which approval shall become an integral part of the Premises upon installation thereof and shall not be unreasonably withheldremoved by Tenant; provided, conditioned however, if Landlord elects, Landlord shall have the right to cause Tenant to remove any or delayed, and (d) in compliance with all Laws, such Alterations upon the terms expiration of the Lease Term or earlier termination of this Lease and all construction rulespursuant to Section 22.8 below, procedures and regulations adopted from time-to-time except, however, that Tenant shall not be required to remove any vault installed in the Premises by LandlordTenant. All materials improvements to the Premises by Tenant including, but not limited to, light fixtures, floor coverings and equipment partitions and other items comprising Tenant’s Work pursuant to Exhibit C, but excluding trade fixtures and signs, shall be deemed to be the property of first quality and at least equal Landlord upon installation thereof. Within thirty (30) days after the completion of any Alterations, Tenant shall deliver to Landlord a set of “as built” plans depicting the then-applicable standards for the Building adopted from time-to-time Alterations as actually constructed or installed. If Tenant shall make any permitted Alterations, Tenant shall carry “Builder’s All Risk” insurance in an amount determined by Landlord in its reasonable discretion, covering the construction of such Alterations and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbranceinsurance as Landlord may reasonably require. Upon request, Landlord will provide Tenant with a list All of pre-approved contractors. The performance of all such Alterations shall be subject insured by Tenant pursuant to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agentSection 14.1(d) immediately upon completion thereof.
(d) Tenant shall (a) install pay all costs for work performed by or on account of it and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, shall keep the Premises and (b) install the Project free and maintain occupancy sensors on all built-in clear of mechanics’ liens or fixed task lighting fixtures so that they automatically switch off when an area is unoccupiedany other liens. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, Tenant shall discharge and release give Landlord immediate notice of any lien, encumbrance, or charge recorded or lien filed against the Building and/or Premises or the Property in connection with Project as a result of any work performed or claimed to have been of improvement performed by or on behalf of Tenant. Tenant shall immediately cause any lien to be discharged or removed of record by either paying the amount thereof or recording a statutory lien release bond in an amount equal to one hundred fifty percent (150%) of the amount of said lien, or materials or services furnished or claimed such other amount as may be adequate to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall cause the lien to be affected by discharge whether by payment or filing of a bond in accordance with applicable Lawsreleased as an encumbrance against the Premises and the Project. If Tenant fails to do so, Landlord may bondshall have the right, insure over but not the obligation, in addition to all other rights and remedies available to Landlord under this Lease, and after ten (10) days prior written notice to Tenant, to either pay and discharge such lien, without regard to the validity thereof, or otherwise discharge the lien. In such event, procure and cause to be recorded a statutory lien release bond and to (i) collect from Tenant shall reimburse Landlord, as Additional Rent, on demand, for ; or (ii) deduct from any tenant improvement allowance or any other amount payable by Landlord to Tenant under this Lease (A) all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by paying and discharging such lien, or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alterationprocuring such bond, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (bB) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvementslien, including attorneys’ fees and costs, recording fees and administrative costs and expenses.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease (Central Coast Bancorp)
Alterations. A. Except for interior, nonstructural alterations costing less than Twenty-five Thousand Dollars (a$25,000.00) to perform, Tenant shall not make make, or perform allow to be made, any alterations, additions physical additions, improvements or improvements (collectivelypartitions, “Alterations”) in in, about or to the Premises ("ALTERATIONS") without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not be unreasonably withheld, conditioneddelayed or conditioned with respect to proposed Alterations which: (a) comply with all applicable Regulations; (b) are, in Landlord's opinion, compatible with the Building or delayedthe Project and its mechanical, plumbing, electrical, heating/ventilation/air conditioning systems, and will not cause the Building or Project or such systems to be required to be modified to comply with any Regulations (including, without limitation, the Americans With Disabilities Act) unless Tenant agrees to perform the same at its sole cost and expense; providedand (c) will not interfere with the use and occupancy of any other portion of the Project by any other tenant or its invitees. Specifically, howeverbut without limiting the generality of the foregoing, Landlord’s Landlord shall have the right of written consent (which consent shall not be required unreasonably withheld, delayed or conditioned) for all plans and specifications for the proposed Alterations, construction means and methods, all appropriate permits and licenses, any Alteration that satisfies all contractor or subcontractor to be employed on the work of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging picturesAlterations, and installing carpeting; (2) is not visible from the exterior time for performance of the Premises or Building; (3) will not adversely affect the Building Systemssuch work, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregatemay impose reasonably rules and regulations for contractors and subcontractors performing such work. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit also supply to Landlord for its approval, detailed plans any documents and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required information reasonably requested by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) Landlord's considerations of a request for approval hereunder. Tenant shall cause all Alterations to be accomplished in a first-class, good and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agentworkmanlike manner, and any Mortgagee as additional insuredsto comply with all applicable Regulations and Paragraph 27 hereof. If Landlord shall does not respond to any request by Tenant for Landlord’s approval of any proposed Alterations in writing within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In additionTenant's plan, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvalsstating with specificity its reasons therefor, Tenant shall deliver copies thereof a second notice to Landlord, stating in bold type on the first page thereof "URGENT -- DELAY NOTICE," which notice may be delivered by facsimile to Landlord at Landlord's Notice Address and as otherwise set forth in Paragraph 32, and if Landlord fails to respond within five (5) days thereafter, Landlord's consent shall be deemed given. Tenant shall at Tenant's sole expense, perform any additional work required under applicable Regulations due to the Alterations hereunder. No review or consent by Landlord of or to any proposed Alteration or additional work shall constitute a waiver of Tenant's obligations under this Paragraph 12. Tenant shall reimburse Landlord for all third-party costs which Landlord may reasonably and actually incur in connection with granting approval to Landlord for any such Alterations, including any costs or expenses which Landlord may incur in electing to have outside architects and engineers review said plans and specifications to the extent it is reasonably necessary to do so. All such Alterations shall remain the property of Tenant until the expiration or earlier termination of this Lease, at which time they shall be and become the property of Landlord; provided, however, that Landlord may, at Landlord's option, require that Tenant, at Tenant's expense, remove any or all Alterations made by Tenant which Landlord indicated at the time consent thereto was granted would have to be removed and restore the Premises by the expiration or earlier termination of this Lease, to their condition existing prior to the construction of any such Alterations. All such removals and restoration shall be accomplished in a first-class and good and workmanlike manner so as not to cause any damage to the Premises or Project whatsoever. If Tenant fails to remove such Alterations or Tenant's trade fixtures or furniture or other personal property, Landlord may keep and use them or remove any of them and cause them to be stored or sold in accordance with applicable law, at Tenant's sole expense. In addition, not later than thirty (30) days after completion addition to and wholly apart from Tenant's obligation to pay Tenant's Proportionate Share of each AlterationOperating Expense, Tenant shall deliver “as-built” Plans be responsible for and shall pay prior to delinquency any taxes or governmental service fees, possessory interest taxes, fees or charges in lieu of any such Alteration prepared taxes, capital levies, or other charges imposed upon, levied with respect to or assessed against its fixtures or personal property, on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably requirethe value of Alterations within the Premises, and computer media on Tenant's interest pursuant to this Lease, or any increase in any of the foregoing based on such record drawings and specifications in a format acceptable Alterations. To the extent that any such taxes are not separately assessed or billed to Tenant, Tenant shall pay the amount thereof as invoiced to Tenant by Landlord.
(c) All . The work necessary to make such Alterations shall be performed (a) in a good and workmanlike manner and free from defectsby employees, (b) excepting only contractors or space planners employed by Landlord or, with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, 's prior written consent which approval consent shall not be unreasonably withheld, conditioned delayed or delayedconditioned, and (d) by space planners and/or contractors licensed in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time California which are employed by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
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Alterations. (a) Tenant shall not make (or perform permit to be made) any alterations, additions or improvements (collectively, “Alterations”) in or alteration to the Premises (including, without first limitation, the attachment of any fixture or equipment) unless such alteration (a) equals or exceeds the Building Standard and utilizes only new and first-grade materials, (b) is in conformity with all Legal Requirements, and is made after obtaining any required permits and licenses, (c) is made with the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) is made pursuant to plans and specifications approved in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time writing in advance by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building is made after Tenant has provided to Landlord such reasonable indemnification and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred bonds requested by Landlord, including, without limitation, bonding costs a performance and reasonable attorneys’ fees.
completion bond in such form and amount as may be satisfactory to Landlord to protect against claims and liens for labor performed and materials furnished, and to insure the completion of any alteration, (f) Tenant is carried out by persons approved in writing by Landlord who, if required by Landlord, deliver to Landlord before commencement of their work proof of such insurance coverage as Landlord may require, with Landlord named as an additional insured, and (g) is done only at such time and in such manner as to not disturb the Landlord or other tenants in the Building. All such alterations, improvements and additions (including all articles attached to the floor, wall or ceiling of the Premises) shall not employbecome the property of Landlord and shall, at Landlord's election, be (i) surrendered with the Premises as part thereof at the termination or expiration of the Term, without any payment, reimbursement or compensation therefor, or permit the employment of(ii) removed by Tenant, any contractorat Tenant's expense, mechanic or laborerwith all damage caused by such removal repaired by Tenant. Tenant may remove Tenant's trade fixtures, or permit any materials office supplies, movable office furniture and equipment not attached to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, provided such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in removal is made prior to the construction, maintenance or operation expiration of the Building and/or Term, no uncured Event of Default has occurred and Tenant promptly repairs all damage caused by such removal. Tenant shall indemnify, defend and hold harmless Landlord from and against all liens, claims, damages, losses, liabilities and expenses, including attorneys' fees, which may arise out of, or be connected in any way with, any such change, addition or improvement. Within twenty (20) days following the Building by Landlordimposition of any lien resulting from any such change, Tenant addition or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s requestimprovement, Tenant shall cause all contractors, mechanics such lien to be released of record by payment of money or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive posting of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvementsproper bond.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
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Alterations. (aA) Except as otherwise provided herein, Tenant shall not make any Alterations without Landlord’s prior consent. Landlord shall not unreasonably withhold, condition or perform delay its consent to any proposed nonstructural Alterations, provided that such Alterations (i) are not visible from the outside of the Building, (ii) require any alterations, installations, improvements, additions or improvements (collectively, “Alterations”) other physical changes to be performed in or made to any portion of the Building or the Real Property other than the Premises, (iii) do not adversely affect any service required to be furnished by Landlord to Tenant or to any other tenant or occupant of the Building, (iv) do not adversely affect the proper functioning of any Building System, (v) do not reduce the value or utility of the Building, and (vi) do not require a change in the certificate of occupancy for the Building or the Premises. Notwithstanding the foregoing, but subject to the Premises without first obtaining provisions of the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, howeversentence next following, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (each a “Cosmetic Permitted Alteration”): ) that (1A) is of a cosmetic nature decorative nature, such as painting, wallpaperinginstallation of movable partitions, hanging picturesfloor covering and wall covering (“Decorations”), and installing carpeting; or (2B)(i) is limited to the interior of the Premises (and not visible from the exterior outside of the Premises or BuildingProperty at street level); (3ii) will does not adversely affect the proper functioning outside of the Premises of any Building Systems, Common Areas or structure of the Building; and (4iii) costs less does not affect the structural integrity of the Building or require an amendment to the certificate of occupancy for the Building, and (iii) in each of the instances described in clauses (ii) and (iii) of this sentence, does not cost more than One Hundred Fifty Thousand Dollars ($50,000.00 150,000) in the aggregateaggregate in any one (1) calendar year. Tenant shall give provide to Landlord not less than five (5) Business Days’ Days advance notice prior of any Permitted Alteration it proposes to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alterationperform, and if such Permitted Alteration consists of any Permitted Alteration other than Decorations, Tenant shall provide Landlord with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building Systemdocumentation specified in Section 3.1(B)(2)(i), (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii).
(B) furnish to Landlord duplicate original policies or certificates of worker(1) Tenant shall submit all plans and specifications for which Landlord’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors consent is required in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and BuilderTenant’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and Alterations, other approvals required by applicable Laws for all than Permitted Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and requests to make to the extent required by any governmental authority. Not later than thirty Premises and Landlord agrees to notify Tenant of its approval or disapproval within twenty-five (3025) days after issuance of such permits or approvals, Tenant Tenant’s plans for the Alterations shall deliver copies thereof have been given to Landlord. In addition, not later than thirty the event that Landlord fails to notify Tenant of its approval or disapproval within twenty-five (3025) days after completion of each AlterationTenant’s plans shall have been given to Landlord, Tenant shall may deliver a notice (“as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable Approval Request Notice”) to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (cwhich Approval Request Notice shall specify in bold and capitalized lettering that if Landlord fails to respond to the Approval Request Notice within three (3) by contractors, subcontractors, engineers and vendors approved by Business Days after same shall have been given to Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment then consent shall be deemed given) and if Landlord fails to notify Tenant of first quality and at least equal its approval or disapproval (in the manner provided below) within three (3) Business Days after the Approval Request Notice shall have been delivered to the then-applicable standards Landlord, Tenant’s plans for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) Alterations which shall be the subject of such Approval Request Notice shall be deemed approved. With respect to any lien or other encumbrance. Upon requestrevisions of any plans and specifications for the Alterations, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
have (dx) Tenant shall five (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (105) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge such plans if such revisions shall be affected by discharge whether by payment minor in scope and (y) seven (7) days after receipt of such plans to if such revisions are substantial in scope, to approve or filing of a bond in accordance with applicable Lawsdisapprove the same. If Tenant In the event that Landlord fails to do so, Landlord may bond, insure over notify Tenant of its approval or otherwise discharge the lien. In such event, Tenant shall reimburse Landlorddisapproval within five (5) days or seven (7) days, as Additional Rentapplicable, on demand, for all costs after such revised plans and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant specifications shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials have been given to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict may deliver a notice (“Revision Approval Request Notice”) to leave the Building immediately.
(g) Tenant shall reimburse Landlord, (which Revision Approval Request Notice shall specify in bold and capitalized lettering that if Landlord fails to respond to the Revision Approval Request Notice within thirty three (303) days Business Days after delivery same shall have been given to Landlord, then consent shall be deemed given) and if Landlord fails to notify Tenant of an invoice thereforits approval or disapproval (in the manner provided below) within three (3) Business Days after the Revision Approval Request Notice shall have been delivered to Landlord, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if plans and specifications for the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work which shall be done only during hours designated by Landlordthe subject of such Revision Approval Request Notice shall be deemed approved.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Coty Inc /)
Alterations. (a) Tenant shall not make or perform any alterations, additions structural alterations or improvements (collectively, “Alterations”) in or and to the Premises without first obtaining the prior written consent of Landlord or otherwise modify or replace any Building systems (except in each instanceconnection with Tenant's repair, replacement and maintenance obligations under Section 13.1, for which Landlord's consent shall not be unreasonably withheldrequired) without Landlord's prior written consent, conditioned, or delayed; provided, however, Landlord’s which consent Landlord shall not be required for to give, except in its sole discretion. Tenant shall have the right to make non-structural alterations at the Premises without Landlord's consent, provided that Landlord will have the right to review and approve (such approval not to be unreasonably withheld or delayed and to be limited to confirmation that the alteration will not impact the Building's structure or systems) plans with respect to non-structural alterations, the cost of which is budgeted to be in excess of $10,000. In addition, Tenant shall have the right to perform the restoration work contemplated in Section 5.3 above. Tenant shall perform any Alteration that satisfies permitted alterations in a good and workmanlike manner in accordance with all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, Laws and installing carpeting; (2) is using reputable contractors. Tenant shall not visible from the exterior of permit or cause any construction lien to attach to the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregateProperty. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans procure the satisfaction or discharge of record or all such liens and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations encumbrances within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of the filing thereof; or, within such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alterationday period, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by provide Landlord, at Tenant's sole expense, with endorsements (csatisfactory, both in form of substance, to Landlord and the holder of any mortgage or deed of trust) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight existing title insurance policies of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupiedthe holder of any mortgage or deed of trust, insuring against the existence of, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures any attempt at enforcement of such lien. In the event Tenant has not so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupiedperformed, such as individual offices and conference rooms.
(e) TenantLandlord may, at its expenseoption, shall pay and discharge such liens and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge Tenant shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails responsible to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, on demand and as Additional Rent, on demandRent under this Lease, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing together with interest thereon at the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements rate set forth in Section 22.3, which expenses shall include reasonable fees of attorneys of Landlord's choosing, and any costs in posting bond to effect discharge or release of the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy lien as an encumbrance against the following requirements: (a) satisfy Premises or the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageProperty.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (a) Section 4.1 Tenant shall not make or perform any alterationsAlterations without Landlord’s prior written consent in each instance in accordance with Section 4.2, additions or improvements other than decorative Alterations within the Premises such as painting, wall coverings, floor coverings, shelving and millwork not permanently affixed to the Premises (collectively, “Decorative Alterations”) in or ), as to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for required. Landlord’s consent shall be granted or denied in Landlord’s sole discretion; provided, however, that Landlord shall not unreasonably withhold its consent to Alterations proposed to be made by Tenant provided that such Alterations (a) are non-structural and do not, in any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as paintingmaterial respect, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building SystemsSystems or services, Common Areas (b) are performed only by contractors approved in writing by Landlord as provided in Section 4.2(b), (c) do not adversely affect, in any material respect, any part of the Building other than the Premises, (d) do not adversely affect, in any material respect, any service required to be furnished by Landlord to Tenant or structure to any other tenant or occupant of the Building; , and (4e) costs less than $50,000.00 do not require an amendment to the certificate of occupancy for the Building. Landlord hereby approves the conceptual plan described in Exhibit E for the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice architectural water feature described therein; provided, however, that prior to performing any Cosmetic Alterationof the work described in said Exhibit E Tenant shall comply with the applicable requirements of this Article 4 and the other applicable provisions of this Lease, which notice shall contain a description including the submission of such Cosmetic Alteration along with such detailed plans and specificationsspecifications therefor in form reasonably satisfactory to Landlord and obtaining Landlord’s written approval thereof in accordance with, if anyand subject to, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions applicable provisions of this Lease.
Section 7.3. 4.2 (a) Prior to making any Alterations (other than Decorative Alterations), Tenant, at its expense, Tenant shall (i) excepting only except for Cosmetic AlterationsDecorative and Minor Alterations (defined in Section 4.2(c)), submit to Landlord Landlord, for its Landlord’s written approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect therefor in form reasonably satisfactory to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building SystemLandlord, (ii) if such Alterations require a filing with any Governmental Authority or require the consent of such authority, then such plans and specifications shall (A) be prepared and certified by a registered architect or licensed engineer, and (B) comply with all Laws to the extent necessary for such governmental filing or consent, (iii) at its expense, obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlordcertificates, and (iiiiv) furnish to Landlord duplicate original insurance policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s all contractors and subcontractors supplying materials or performing work in connection with such AlterationAlterations) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s Landlord and its managing agent, and any Superior Lessor and any Mortgagee as to which Tenant has been given notice as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain Except as otherwise expressly set forth herein, all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed by Tenant at Tenant’s expense (aA) in a good and workmanlike manner and free from defectsusing materials of first class quality, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (dB) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (bC) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Lawsthe plans and specifications previously approved by Landlord (where plans and specifications are required hereunder). If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall at its expense obtain all approvals, consents and permits from every Governmental Authority having or claiming jurisdiction prior to, during and upon completion of any Alterations. Tenant shall promptly reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, Rent within thirty (30) days after delivery of an invoice therefordemand, for any and all commercially reasonable third party actual out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord (without markup) in connection with such alterations or improvements.
(j) In connection with the performance Landlord’s review of any Alterations, Tenant (or Tenant’s contractor) shall develop plans and implement an indoor air quality management plan specifications for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damagesuch Alteration.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (a) Tenant shall not make or perform any alterations, additions or improvements to the Premises (collectively, the “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not be unreasonably withheld, conditioned, conditioned or delayed; provided, howeverexcept for the installation of unattached, Landlord’s consent shall not movable trade fixtures which may be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as paintinginstalled without drilling, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of cutting or otherwise defacing the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 as described in the aggregate. Tenant shall give Landlord not less than five second (52nd) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions grammatical paragraph of this Section 7.38(a); however the parties agree that in any event it shall be reasonable for Landlord to deny consent to removal of the stairways within the Building. Prior to making any AlterationsExcept as set forth in the immediately preceding sentence and in the second grammatical paragraph of this Section 8(a), Tenant, at its expense, Tenant shall (i) excepting only for Cosmetic Alterations, submit furnish complete plans and specifications to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, at the time it requests Landlord’s consent to any Alterations if the desired Alterations: (i) will affect the Building’s Systems or Building’s Structure; or (ii) will require the filing of plans and specifications with any governmental or quasi-governmental agency or authority; or (diii) will require a building permit or other federal, state, county or local approvals with respect thereto; or (iv) will cost in compliance excess of One Hundred Thousand Dollars ($100,000.00). Subsequent to obtaining Landlord’s consent and prior to commencement of the Alterations, Tenant shall deliver to Landlord any building permit required by applicable Law and a copy of the executed construction contract(s). Tenant shall reimburse Landlord within thirty (30) days after the rendition of a bill for all of Landlord’s reasonable out-of-pocket costs incurred in connection with any Alterations, including all Lawsmanagement, the terms engineering, outside consulting, and construction fees incurred by or on behalf of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards Landlord for the Building adopted from time-to-time by Landlord in its reasonable discretion, review and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list approval of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install plans and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, specifications and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf monitoring of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation construction of the Building and/or the Building by LandlordAlterations, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection together with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or a supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay coordination fee to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) the product of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval two percent (2%) and (ii) the so-called “hard” costs of Plans, or consent by the Alterations. If Landlord consents to the making of any AlterationsAlteration, such Alteration shall be made by Tenant at Tenant’s sole cost and expense by contractors and subcontractors approved in writing by Landlord in accordance with Section 8(b)(iii), which approval shall not constitute Landlord’s representation that such Plans unreasonably be withheld, conditioned or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterationsdelayed. If and the Alterations which Tenant causes to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, be constructed result in Landlord is being required by an order or directive of a governmental authority to make any alterations or and/or improvements to any part other portions of the Building and/or the Building Project in order to comply with an any applicable LawLaws, then Tenant shall pay, as Additional Rent, reimburse Landlord upon demand for all costs and expenses incurred by Landlord in connection with making such alterations or and/or improvements.
(j) In connection . Any Alterations made by Tenant shall become the property of Landlord upon installation and shall remain on and be surrendered with the performance Premises upon the expiration or sooner termination of this Lease, except Tenant shall upon demand by Landlord, at Tenant’s sole cost and expense, forthwith and with all due diligence (but in any event not later than ten (10) days after the expiration or earlier termination of the Lease) remove all or any portion of any Specialty Alterations (defined below) made by Tenant which are designated by Landlord to be removed and repair and restore the Premises in a good and workmanlike manner to their original condition, reasonable wear and tear and casualty not required to be repaired by Tenant excepted. Notwithstanding the foregoing, upon ▇▇▇▇▇▇’s request at the time it seeks Landlord’s consent to an Alteration, Landlord agrees to indicate in writing whether it will require any such Alteration which constitutes a Specialty Alteration to be removed upon the expiration or earlier termination of the Lease. As used herein, a “Specialty Alteration” is any Alteration that is not a normal and customary general office improvement including, but not limited to improvements which (i) perforate, penetrate or require reinforcement of a floor slab (including, without limitation, interior stairwells or high-density filing or racking systems), (ii) consist of the installation of a raised flooring system, (iii) consist of the installation of a vault or other similar device or system intended to secure the Premises or a portion thereof in a manner that exceeds the level of security necessary for ordinary office space, (iv) involve material plumbing connections (such as, for example but not by way of limitation, kitchens, saunas, showers, and executive bathrooms outside of the Building core and/or special fire safety systems), (v) consist of the dedication of any material portion of the Premises to non-office usage (such as classrooms, bicycle storage rooms, or “cooking” kitchens), (vi) can be seen from outside the Building or (vi) consists of the installation of internal stairways between floors. All construction work done by Tenant within the Premises shall be performed in a good and workmanlike manner with new materials of first-class quality, lien-free and in compliance with all Laws, and in such manner as to cause a minimum of interference with other construction in progress and with the transaction of business in the Project. TENANT AGREES TO INDEMNIFY, DEFEND AND HOLD LANDLORD HARMLESS AGAINST ANY LOSS, LIABILITY OR DAMAGE RESULTING FROM SUCH WORK, AND TENANT SHALL, IF REQUESTED BY LANDLORD, FURNISH A BOND OR OTHER SECURITY SATISFACTORY TO LANDLORD AGAINST ANY SUCH LOSS, LIABILITY OR DAMAGE (PROVIDED, HOWEVER, THAT NO BOND SHALL BE REQUIRED AS LONG AS NO EVENT OF DEFAULT SHALL HAVE OCCURRED UNDER THIS LEASE). The foregoing indemnity shall survive the expiration or earlier termination of this Lease. Landlord’s consent to or approval of any Alterations, Tenant additions or improvements (or Tenant’s contractorthe plans therefor) shall develop not constitute a representation or warranty by Landlord, nor Landlord’s acceptance, that the same comply with sound architectural and/or engineering practices or with all applicable Laws, and implement an indoor air quality management plan Tenant shall be solely responsible for ensuring all such compliance. Notwithstanding the construction and preoccupancy phases (foregoing, Tenant shall not be obligated to receive the extent applicable) written consent of the Building and Landlord for interior Alterations to the Premises (i) where the “Construction Indoor Air Quality Management Plan”). All estimated cost of the proposed Alteration is One Hundred Thousand Dollars ($100,000.00) or less, (ii) if said Alterations performed by do not affect the structural components of the Building, or on behalf adversely affect the Building’s Systems and cannot be seen from outside the Premises, (iii) if such said Alterations changes do not remove any of Tenant shall meet or exceed the requirements set forth in stairways within the Construction Indoor Air Quality Management Plan. During any constructionBuilding, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (div) protect stored on-site and installed absorptive materials from moisture damageif said Alteration shall not require a building permit or any federal, state, county or local approvals.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Sublease (Corcept Therapeutics Inc)
Alterations. (a) 32.1 The Tenant shall not make any external or perform structural alteration or addition and shall not make any alterationsopening in any boundary structure of the Property Provided That the Tenant may install Mezzanine Floors which comply with the Mezzanine Specification with the consent of the Landlord (such consent not to be unreasonably withheld or delayed).
32.2 The Tenant shall not make any internal, additions or improvements (collectively, “Alterations”) in or non-structural alteration to the Premises Property without first obtaining the prior written consent of Landlord in each instancethe Landlord, which such consent shall not to be unreasonably withheld, conditioned, withheld or delayed; provided, however, .
32.3 Notwithstanding the provisions of clause 32.2 the Tenant may without the Landlord’s consent shall not be required for erect, remove and relocate internal demountable partitioning and underfloor wiring Provided That:
32.3.1 any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) works are undertaken in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with all laws and all good building and other relevant practices, codes and guidance;
32.3.2 the Plans approved Tenant provides the Landlord with detailed plans at least 21 days prior to the work being carried;
32.3.3 the Tenant provides the Landlord with written notification within one month of completion of the work and, if requested by the Landlord, the Tenant supplies the Landlord with plans showing the altered layout of the Property; and
32.3.4 the Tenant removes such partitioning and wiring (cas applicable) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, at the terms end of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond term in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ feesclause 34.
(f) 32.4 The Tenant shall not employcarry out any alteration to the Property (whether consent is required or not) which would, or permit may reasonably be expected to, have an adverse effect on the employment ofasset rating in any Energy Performance Certificate commissioned in respect of the Property
32.5 The Tenant shall not install nor alter the route of any Service Media at the Property without the consent of the Landlord, any contractor, mechanic or laborer, or permit any materials such consent not to be delivered unreasonably withheld or delayed.
32.6 The Tenant shall not attach any sign fascia, placard, board, poster or advertisement to or used in the Premises and/or Property so as to be seen from the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation outside of the Building and/or save as may be approved by the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Landlord pursuant to clause 33.
32.7 The Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, the Estate Rules and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord Regulations in relation to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements additions which the Tenant is permitted to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (make to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior Property pursuant to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damagethis clause 34.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Vaccitech PLC)
Alterations. (a) 6.1 The Tenant shall not make effect any works, extensions, alterations or perform any alterations, additions whatsoever to or improvements (collectively, “Alterations”) in affecting the interior or to the exterior of the Premises without first obtaining the prior written consent of Landlord in each instancethe Landlord, which consent shall such approval not to be unreasonably withheld, conditioned, withheld or delayed; provided. For the purpose of seeking the Landlord's consent hereunder, howeverthe Tenant shall submit to the Landlord all plans, Landlord’s consent shall not specifications and details of proposed materials to be required used for any Alteration that satisfies proposed alterations and additions ("Proposed Plans").
6.2 The Landlord shall be entitled to engage its architect, engineer or other consultant(s) for the purpose of considering the Proposed Plans and for the purpose of supervising all works carried out by the Tenant, the fees and expenses of such architect, engineer and consultant(s) reasonably incurred in connection therewith shall be borne by the Tenant and forthwith paid by the Tenant to the Landlord on written demand. If the Tenant fails to make payment within fourteen (14) days from the date of demand, the Landlord may effect payment of the following criteria (a “Cosmetic Alteration”): (1) is same and all expenses so incurred by the Landlord together with interest at the rate stipulated in paragraph 6 of a cosmetic nature such as paintingSchedule 2, wallpapering, hanging pictures, and installing carpeting; (2) is not visible calculated from the exterior date of expenditure until the date they are paid by the Tenant to the Landlord, shall be recoverable from the Tenant as if they were rent in arrears.
6.3 All alterations and additions to the Premises or Building; shall only be carried out :-
(3a) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. case of any mechanical and electrical engineering works, by a specialist contractor appointed by the Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for by the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.; and
(b) in all other cases, by a contractor appointed by the Tenant and approved by the Landlord, such approval not to be unreasonably withheld or delayed.
6.4 No contractor, architect, engineer or other consultant, approved or appointed by the Landlord for any purpose related to the Premises shall in any way be deemed to be the agent or employee of the Landlord, and the Landlord shall not in any way be liable nor responsible for any act, omission, default, misconduct or negligence of such contractor, architect, engineer or consultant.
6.5 The Tenant shall apply for and obtain at its own cost and expenses all building planning and other licences, permits and other approvals consents necessary or required by applicable Laws under law or the Rules and Regulations for its alterations and additions and shall carry out and complete all Alterations. In addition, Tenant shall, as alterations and when required, promptly obtain certificates of inspection or approval of such Alterations as and additions to the extent required Premises in accordance with the Proposed Plans as approved by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvalsthe Landlord, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with the reasonable requirements of the Landlord's architect.
6.6 Subject to all Lawsthe subparagraphs above, the terms of this Lease Landlord agrees to allow the Tenant the right to renovate and all construction rulesupgrade the following Common Area at the Tenant's cost and expense, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision written consent by the Landlord to the materials and oversight of Landlord design and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupiednecessary approvals by the relevant competent authorities, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall consent not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.unreasonably withheld:-
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part Entrance Lobby of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
Building; (jii) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) Passenger Lift of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancyBuilding; and (diii) protect stored on-site and installed absorptive materials from moisture damageToilet on the 4th storey of the Building.
(k) In connection with 6.7 The Landlord agrees that the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop may install and implement maintain a construction waste management plan that identifies materials card entry system at its own cost and expense to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volumePremises.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Four Media Co)
Alterations. Except for cosmetic Alterations (asuch as painting, wall covering and floor covering) that (i) are not visible from the exterior of the Premises, (ii) do not affect the structure of the Building or any Building System, (iii) do not require penetrations into the floor, ceiling or walls, and (iv) do not require work within the walls, below the floor or above the ceiling, Tenant shall not make or perform permit any alterations, additions or improvements (collectively, “Alterations”) Alterations in or to the Premises without first obtaining the prior written consent of Landlord in each instanceLandlord’s consent, which consent shall not be unreasonably withheld. With respect to any Alterations made by or on behalf of Tenant (whether or not the Alteration requires Landlord’s consent): (i) not less than 10 days prior to commencing any Alteration, Tenant shall deliver to Landlord the plans, specifications and necessary permits for the Alteration, together with certificates evidencing that Tenant’s contractors and subcontractors have adequate insurance coverage naming Landlord, Liberty Property Trust and any other associated or affiliated entity as their interests may appear as additional insureds, (ii) Tenant shall obtain Landlord’s prior written approval of any contractor or subcontractor which approval shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) constructed with new materials, in a good and workmanlike manner manner, and free from defectsin compliance with all Laws and the plans and specifications delivered to, (b) excepting only with regard to Cosmetic Alterationsand, substantially in accordance with the Plans approved by Landlordif required above, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned conditioned, or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(div) Tenant shall (a) install pay Landlord all reasonable costs and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property expenses in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans Tenant’s plans and specifications, and of any supervision or inspection of the construction Landlord deems necessary, but not to exceed ten percent (including review 10%) of requests for approval thereof) and/or supervision of performance the anticipated cost of the Alteration, and (bv) upon Landlord’s request Tenant shall, prior to commencing any Alteration, provide Landlord reasonable security against liens arising out of such construction. Any Alteration by Tenant shall be the provision property of Building personnel during Tenant until the performance expiration or termination of this Lease; at that time without payment by Landlord the Alteration shall remain on the Property and become the property of Landlord unless Landlord gives notice to Tenant to remove it, in which event Tenant will remove it, will repair any Alteration other than during Normal Business Hours, resulting damage and will restore the Premises to operate elevators or otherwise the condition existing prior to facilitate Tenant’s Alteration except for reasonable normal wear and tear. At Tenant’s request prior to Tenant making any Alterations, Landlord will notify Tenant whether Tenant is required to remove the Alterations at the expiration or termination of this Lease. In additionTenant may install its trade fixtures, if furniture and equipment in the cost Premises, provided that the installation and removal of them will not affect any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00structural portion of the Property, any Building System or any other equipment or facilities serving the Building or any occupant. Notwithstanding anything herein to the contrary, Tenant shall pay is permitted to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent make Alterations that (4%i) are not visible from the exterior of the total project cost in connection therewith. At Landlord’s requestPremises, Tenant shall deliver to Landlord reasonable supporting documentation evidencing (ii) do not affect the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out structure of the Building and shall pay to Landlord or the operation of any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such workBuilding System, (biii) all do not require penetrations into the floor, ceiling or walls, (iv) do not require work performed in connection therewith shall comply with all applicable Lawswithin the walls, below the floor, or above the ceiling, and (cv) such work shall be done only during hours designated by Landlord.
cost less than $5,000 for any particular Alteration (i“Minor Alteration”) The approval of Plans, or without the advance written consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable LawLandlord, provided that Tenant shall pay, as Additional Rent, all costs and expenses incurred by advises Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media Minor Alteration prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damagecommencing the work.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Ev3 Inc.)
Alterations. (a) Subject to the other terms of this Lease, Landlord shall deliver the Premises to Tenant, and ▇▇▇▇▇▇ agrees to accept the Premises from Landlord in its existing “AS-IS”, “WHERE-IS” and “WITH ALL FAULTS” condition, and Landlord shall have no obligation to refurbish or otherwise improve the Premises throughout the Lease Term (except as otherwise provided herein); provided, however, and notwithstanding the foregoing to the contrary, ▇▇▇▇▇▇▇▇’s sole construction obligation under this Lease is set forth in the Work Letter attached hereto as Exhibit C. Notwithstanding the foregoing, Landlord warrants (but does not represent) that the mechanical, electrical, plumbing, and HVAC systems serving the Premises will be in good working order on the Commencement Date.
(b) Tenant shall not make or perform any alterations, additions or improvements to the Premises or Property (collectively, “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord Landlord, such consent not to be unreasonably withheld; provided, however, Tenant shall have the right at any time during the Lease Term, without needing Landlord’s prior written consent, to make cosmetic, non-material and non-structural alterations to the Premises which cost shall not exceed Fifty Thousand Dollars ($50,000.00) in each instanceany single instance or series of related alterations performed within a six-month period (provided that Tenant shall not perform any improvements, alterations or additions to the Premises in stages as a means to subvert this provision). Notwithstanding the foregoing, Tenant shall make no Alterations to the Premises (i) which will adversely impact the Building’s mechanical, electrical or heating, ventilation or air conditioning systems, or (ii) which will adversely impact the structure of the Building, or (iii) which are visible from the exterior of the Premises or (iv) which will result in the penetration or puncturing of the roof or floor, without first obtaining Landlord’s prior written consent or approval to such Alterations (which consent or approval shall be in the Landlord’s sole and absolute discretion). Notwithstanding the aforesaid, Tenant, at Tenant’s sole cost and expense, may install such trade fixtures as Tenant may deem necessary, so long as such trade fixtures do not penetrate or disturb the structural integrity and support provided by the roof, exterior walls or sub floors. All such trade fixtures shall be constructed and/or installed by qualified contractors approved by Landlord (such approval not to be unreasonably withheld, conditioned, or delayed; provided), howeverin a good and workmanlike manner, and in compliance with all applicable governmental and quasi-governmental laws, ordinances and regulations, as well as all requirements of Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlordcarrier.
(c) All Upon the expiration or earlier termination of this Lease, Tenant shall remove all trade fixtures and any other Alterations installed by Tenant within the Premises; and, upon such removal, Tenant shall be performed (a) in restore the Premises to a good and workmanlike manner and free from defectscondition substantially similar to that condition when received by Tenant; however, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval Tenant shall not be unreasonably withheldrequired to remove any Alteration that: (i) did not require Landlord's consent as provided in this Lease; and/or (ii) Landlord did not specifically require in any written consent from Landlord to Tenant to specifically be removed at the end of the Lease Term. In no event shall Landlord have any right to any of Tenant’s trade fixtures; and, conditioned except as otherwise set forth in this Lease Tenant will remove such trade fixtures upon the termination of this Lease, provided Tenant repairs any damage caused by such removal. If Tenant does not timely remove such property, then Tenant shall be conclusively presumed to have, at Landlord’s election (i) conveyed such property to Landlord without compensation or delayed(ii) abandoned such property, and (d) Landlord may dispose of or store any part thereof in compliance with any manner at Tenant’s sole cost, without waiving Landlord’s right to claim from Tenant all Laws, expenses arising out of Tenant’s failure to remove the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretionproperty, and without liability to Tenant or any other person. Landlord shall have no duty to be a bailee of any such materials or equipment (other than Tenant’s Property) personal property. If Landlord elects abandonment, Tenant shall be subject pay to Landlord, upon demand, any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agentexpenses incurred for disposition.
(d) Tenant shall (a) install keep the Premises, the Building and maintain occupancy sensors on the Property free from any and all overhead light fixtures so that they automatically switch off when an area is unoccupiedliens arising out of any Alterations, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupiedwork performed, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrancematerials furnished, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed obligations incurred by or on behalf of for Tenant, or materials or services furnished or claimed to have been furnished to, Tenant. In the event that Tenant shall not, within ten (10) days after T▇▇▇▇▇’s receipt following the imposition of notice thereof. Such discharge shall any such lien, cause the same to be affected by discharge whether released of record by payment or filing posting of a bond in accordance with applicable Laws. If Tenant fails a form and issued by a surety acceptable to do soLandlord, Landlord may bondshall have the right, insure over but not the obligation, to cause such lien to be released by such means as it shall deem proper (including payment of or otherwise discharge defense against the claim giving rise to such lien. In ); in such eventcase, Tenant shall reimburse Landlord, as Additional Rent, on demand, Landlord for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred amounts so paid by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply together with all applicable Lawsof Landlord’s costs and expenses, with interest thereon at the Default Rate (defined below), and Tenant shall indemnify and defend each and all of the Landlord Indemnitees (cdefined below) such work shall be done only during hours designated by Landlord.
(i) The approval of Plansagainst any damages, losses or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent costs arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or claim. Tenant’s contractor) indemnification of Landlord contained in this Paragraph shall develop and implement an indoor air quality management plan for survive the construction and preoccupancy phases (to the extent applicable) expiration or earlier termination of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingledthis Lease. Such construction waste management plan must require, at a minimum, that Tenant rights of Landlord shall be in addition to all other remedies provided herein or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volumelaw.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Industrial Lease (Sow Good Inc.)
Alterations. (a) Except for the initial alterations and improvements to be made by Tenant prior to opening for business at the Premises, as described on Exhibit C (the “Initial Alterations”), Tenant shall not make or perform any no alterations, additions installations, improvements, additions, or improvements changes, structural or otherwise, to any part of the Premises, either exterior or interior, without Landlord’s written consent; provided, however, that no consent shall be required for items of decoration, repainting, wallpapering, minor repairs, and non-structural changes, (i) which do not add to, delete from, or modify in any way, any mechanical, electrical, sprinkler, plumbing, or fire protection system or other structural component of the Building, (ii) the cost of which does not exceed Ten Thousand and No/100 Dollars ($10,000.00), or (iii) and do not require a permit. Tenant’s request for Landlord’s consent to any subsequent alterations or changes to the Premises (“Subsequent Alterations”) requiring Landlord’s consent shall be accompanied by plans stating in detail, precisely what is to be done. The Initial Alterations and any Subsequent Alterations (collectively, “Alterations”) shall be at Tenant’s sole cost and expense. Tenant shall comply with the building codes, regulations and laws, now or hereafter, to be made or enforced in or the municipality, county and/or state, which pertain to such Alterations. Except to the extent expressly provided to the contrary in this Lease, the Alterations (except only moveable office furniture and fixtures) shall become and remain a part of the Premises without first obtaining and shall, at Landlord’s option, become Landlord’s property upon the prior written consent termination of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayedTenant’s occupancy of said Premises; provided, however, Landlordthat if Landlord gives written notice to Tenant at the expiration or other termination of this Lease to such effect, it may require Tenant to restore said Premises, at Tenant’s consent shall not be required for any Alteration that satisfies all of sole cost and expense, to the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of condition in which the Premises are required to be on the later of (i) the Rent Commencement Date, or Building; (3ii) will not adversely affect the Building Systemsdate Tenant opens for business, Common Areas or structure (iii) the completion of the Building; all work of Landlord and (4) costs less than $50,000.00 Tenant contemplated to be performed in the aggregatePremises pursuant to the provisions of this Lease. Tenant shall give save Landlord not less than five (5) Business Days’ notice prior harmless from and against all expenses, liens, claims or damages to performing any Cosmetic Alteration, either property or person which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all may or might arise by reason of the terms and conditions making of this Section 7.3. Prior to making any Alterationssuch additions, Tenantimprovements, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insuredsalterations and/or installations. Landlord shall respond reserves the right to change, increase or reduce, from time to time, the number, composition, dimensions or location of any request by Tenant for parking areas, signs, the Building name, service areas, walkways, roadways or other common areas or make alterations or additions to the Building, in its sole discretion, so long as such change does not materially adversely affect Tenant’s use and occupancy of the Premises. Landlord’s approval of Tenant’s plans and specifications under this Article 9 or any other provisions of this Lease is solely for the purpose of ascertaining whether Tenant’s proposed Alterations within ten (10) days will have an adverse impact on the structural components or Common Facilities of receipt the Building and to insure the aesthetic and architectural harmony of the Tenant’s proposed Alterations with the remainder of the Building. No approval of plans by Landlord shall be deemed to be a representation or warranty by Landlord that such requestplans or the work provided for therein will comply with applicable codes, laws or regulations or be in conformance with any insurance or other requirements which affect the Premises or the Building, and Tenant shall have the sole responsibility of complying with all such requirements notwithstanding Landlord’s approval of Tenant’s plans.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all AlterationsNOTICE IS HEREBY GIVEN THAT LANDLORD SHALL NOT BE LIABLE FOR ANY LABOR OR MATERIALS FURNISHED OR TO BE FURNISHED TO TENANT UPON CREDIT, AND THAT NO MECHANICS’ OR OTHER LIEN FOR ANY SUCH LABOR OR MATERIALS SHALL ATTACH TO OR AFFECT THE ESTATE OR INTEREST OF LANDLORD IN AND TO THE PREMISES OR THE BUILDING. In additionWHENEVER AND AS OFTEN AS ANY LIEN ARISING OUT OF OR IN CONNECTION WITH ANY WORK PERFORMED, Tenant shallMATERIALS FURNISHED OR OBLIGATIONS INCURRED BY OR ON BEHALF OF TENANT SHALL HAVE BEEN FILED AGAINST THE PREMISES OR THE BUILDING, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇OR IF ANY CONDITIONAL ▇▇▇▇ exceed $50,000.00OF SALE SHALL HAVE BEEN FILED FOR OR AFFECTING ANY MATERIALS, Tenant shall pay to Landlord or Landlord’s managing agentMACHINERY OR FIXTURES USED IN THE CONSTRUCTION, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s requestREPAIR OR OPERATION THEREOF, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machineryOR ANNEXED THERETO BY TENANT, heavy equipmentTENANT SHALL FORTHWITH TAKE SUCH ACTION BY BONDING, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇DEPOSIT OR PAYMENT AS WILL REMOVE OR SATISFY THE LIEN OR CONDITIONAL ▇▇▇▇ agrees OF SALE WITHIN TEN (a10) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by LandlordDAYS OF LANDLORD’S WRITTEN REQUEST THEREFOR.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
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Alterations. (a) Except as otherwise provided in this Section, Tenant shall not make or perform any no alterations, additions additions, fixtures or improvements (collectively, “Alterations”) in or to the Premises or the Building without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent may be granted or withheld in Landlord’s sole and absolute discretion. In the event that any requested Alteration would result in a change from Landlord’s building standard materials and specifications for the Project (“Standard Improvements”), Landlord may withhold consent to such Alteration in its sole and absolute discretion. In the event Landlord so consents to a change from the Standard Improvements (such change being referred to as a “Non-Standard Improvement”), Tenant shall be responsible for the cost of replacing such Non-Standard Improvement with the applicable Standard Improvement (“Replacements”) which Replacements shall be completed prior to the Expiration Date or earlier termination of this Lease. Landlord shall not be unreasonably withheldwithhold its consent to any Alterations which cost less than Fifty Thousand Dollars ($50,000.00) in the aggregate in any calendar year during the Term, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration provided that satisfies all of the following criteria no such Alterations shall: (a “Cosmetic Alteration”): (1i) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from affect the exterior of the Premises Building or Building; outside areas (3or be visible from adjoining sites), or (ii) will not adversely affect or penetrate any of the Building Systems, Common Areas or structure structural portions of the Building; and , including but not limited to the roof, or (4iii) costs less than $50,000.00 require any change to the basic floor plan of the Premises (including, without limitation, the adding of any additional “office” square footage) or any change to any structural or mechanical systems of the Premises, or (iv) fail to comply with any applicable governmental requirements or require any governmental permit as a prerequisite to the construction thereof, or (v) result in the aggregatePremises requiring building services beyond the level normally provided to other tenants, or (vi) interfere in any manner with the proper functioning of, or Landlord’s access to, any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the Building, or (vii) materially diminish the value of the Premises including, without limitation, using lesser quality materials than those existing in the Premises, or (viii) alter or replace Standard Improvements. Landlord may impose any condition to its consent, including but not limited to a requirement that the installation and/or removal of all Alterations and Replacements be covered by a lien and completion bond satisfactory to Landlord in its sole and absolute discretion and requirements as to the manner and time of performance of such work. Landlord shall in all events, whether or not Landlord’s consent is required, have the right to approve prior to the commencement of any work the contractor performing the installation and removal of Alterations and Replacements and Tenant shall not permit any contractor not approved by Landlord to perform any work on the Premises or on the Building. Tenant shall give obtain all required permits for the installation and removal of Alterations and Replacements and shall perform the installation and removal of Alterations and Replacements in compliance with all applicable laws, regulations and ordinances, including without limitation the ADA, all covenants, conditions and restrictions affecting the Project, and the Rules and Regulations as described in Article XVII. Tenant understands and agrees that Landlord not less than shall be entitled to a supervision fee in the amount of five percent (5%) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along Alterations either requiring a permit from the City of Irvine or affecting any mechanical, electrical, plumbing or HVAC systems, facilities or equipment serving the Building. Under no circumstances shall Tenant make any Alterations or Replacements which incorporate any Hazardous Materials, including without limitation asbestos-containing construction materials into the Premises, the Building or the Common Area. In no event shall Tenant prosecute any Alterations that result in picketing or labor demonstrations in or about the Building or Project. If any governmental entity requires, as a condition to any proposed Alterations by Tenant, that improvements be made to the Common Areas, and if Landlord consents to such improvements to the Common Areas (which consent may be withheld in the sole and absolute discretion of Landlord), then Tenant shall, at Tenant’s sole expense, make such required improvements to the Common Areas in such manner, utilizing such materials, and with such plans contractors, architects and specificationsengineers as Landlord may require in its sole and absolute discretion. Landlord shall have the right, if anybut not the obligation, prepared to elect to make any such improvements to be made to the Common Areas at Tenant’s expense, in connection therewithwhich case Tenant shall reimburse Landlord upon demand for all reasonable costs incurred in making such improvements. Without limiting the foregoing, all such Cosmetic Any request for Landlord’s consent to any proposed Alterations shall be subject made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to all Landlord. Landlord may elect to cause its architect to review Tenant’s architectural plans, and the reasonable cost of that review shall be reimbursed by Tenant. Should the work proposed by Tenant and consented to by Landlord modify the basic floor plan of the terms and conditions of this Section 7.3. Prior to making any AlterationsPremises, Tenantthen Tenant shall, at its expense, shall furnish Landlord with as-built drawings and CAD disks compatible with Landlord’s systems and standards. Unless Landlord otherwise agrees in writing, all Alterations made or affixed to the Premises, the Building or to the Common Area (i) excepting only for Cosmetic Alterationsexcluding moveable trade fixtures and furniture), submit including without limitation all Tenant Improvements constructed pursuant to Landlord for its approval, detailed plans and specifications the Work Letter (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that except as otherwise provided in the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such AlterationWork Letter) and commercial general liability (including all telephone and data cabling, shall become the property damage coverage) insurance of Landlord and Builder’s Risk coverageshall be surrendered with the Premises at the end of the Term; except that Landlord may, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond by notice to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of given at the time such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans are approved by Landlord, (c) require Tenant to remove by contractorsthe Expiration Date, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms sooner termination date of this Lease and Lease, all construction rules, procedures and regulations adopted from time-to-time or any of the Alterations installed either by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time Tenant or by Landlord in its reasonable discretion, and no such materials or equipment (other than at Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause and all contractorstelephone and data cabling, mechanics or laborers causing such interference or conflict and to leave repair any damage to the Premises, the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, Common Area arising from that removal and (b) restore the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, Premises to operate elevators or otherwise their condition prior to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any making such Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
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Sources: Lease (Biolase Technology Inc)
Alterations. (aA) Except as provided in Section 3.4 hereof, Tenant shall not make any Alterations without Landlord's prior consent. Landlord shall not unreasonably withhold, condition or perform delay its consent to any proposed nonstructural Alterations, provided that such Alterations (i) are not visible from the ground level outside of the Building, (ii) do not affect in any material and adverse respect any part of the Building other than the Premises or require any alterations, installations, improvements, additions or improvements (collectively, “Alterations”) other physical changes to be performed in or made to any portion of the Building or the Real Property other than the Premises, (iii) do not affect in any material and adverse respect any service required to be furnished by Landlord to Tenant or to any other tenant or occupant of the Building, (iv) do not affect in any material and adverse respect the proper functioning of any Building System, (v) do not reduce the value or utility of the Building, and (vi) do not require a change to the Premises certificate of occupancy for the Building or the Premises.
(B) (1) Prior to making any Alterations, including, without limitation, the Initial Alterations, Tenant shall (i) submit to Landlord detailed plans and specifications (including layout, architectural, mechanical and structural drawings) for each proposed Alteration and shall not commence any such Alteration without first obtaining Landlord's approval of such plans and specifications (except with respect to any nonstructural Alteration referred to in Section 3.4 hereof for which Landlord's approval is not required), which, in the prior written consent case of Landlord nonstructural Alterations which meet the criteria set forth in each instanceSection 3.1(A) above, which consent shall not be unreasonably withheld, conditioned, conditioned or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) at Tenant's expense, obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for Governmental Authorities, it being agreed that all filings with Governmental Authorities to obtain such permits, approvals and certificates shall be made, at Tenant's expense, by a Person designated by Landlord (it being understood that (x) the proposed AlterationPerson initially so designated by Landlord is ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Associates ("CR&A"), and furnish copies thereof to Landlord(y) Tenant shall not discharge CR&A unless CR&A's fees are not commercially competitive or Tenant in good faith believes CR&A is not performing its services properly), and (iii) furnish to Landlord duplicate original policies or certificates thereof of worker’s 's compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s Tenant's contractors and subcontractors in connection with such Alteration) and general commercial general public liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably requireapprove, naming LandlordLandlord and its agents, L▇▇▇▇▇▇▇’s managing agent, any Lessor and any Mortgagee Mortgagee, as additional insureds. Landlord Upon completion of such Alteration, Tenant, at Tenant's expense, shall respond to any request by Tenant for Landlord’s obtain certificates of final approval of such Alteration required by any proposed Alterations within ten Governmental Authority and shall furnish Landlord with copies thereof, together with the "as-built" plans and specifications for such Alterations, it being agreed that all filings with Governmental Authorities to obtain such permits, approvals and certificates shall be made, at Tenant's expense, by a Person designated by Landlord (10it being understood that (x) days of receipt of such request.
the Person initially so designated by Landlord is CR&A, and (by) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterationsnot discharge CR&A unless CR&A's fees are not commercially competitive or Tenant in good faith believes CR&A is not performing its services properly). In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be made and performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans plans and specifications therefor as approved by Landlord (unless Landlord's consent to the Alteration is not required), all Requirements, the Rules and Regulations, and all rules and regulations relating to Alterations promulgated by Landlord in its reasonable judgment. The rules and regulations for Alterations that exist as of the date hereof are attached as Exhibit "D" and made a part hereof. Tenant shall not be required to comply with any new or revised rule or regulation promulgated by Landlord after the commencement of a particular Alteration if such new or revised rule or regulation has more than a de minimis effect on the design or performance of such Alteration. All materials and equipment to be incorporated in the Premises as a result of any Alterations or a part thereof shall be first quality and no such materials or equipment (other than Tenant's Property) shall be subject to any lien, encumbrance, chattel mortgage or title retention or security agreement. If, as a result of any Alterations performed by Tenant, including, without limitation, the Initial Alterations, any alterations, installations, improvements, additions or other physical changes are required to be performed or made to any portion of the Building or the Real Property other than the Premises in order to comply with any Requirement(s), which alterations, installations, improvements, additions or other physical changes would not otherwise have had to be performed or made pursuant to applicable Requirement(s) at such time, Landlord, at Tenant's sole cost and expense, may perform or make such alterations, installations, improvements, additions or other physical changes and take such actions as Landlord shall deem reasonably necessary and Tenant, within five (5) days after demand therefor by Landlord, (cshall provide Landlord with such security as Landlord shall reasonably require, in an amount equal to the cost of such alterations, installations, improvements, additions or other physical changes, as reasonably estimated by Landlord's architect, engineer or contractor. All Alteration(s) by contractors, subcontractors, engineers and vendors requiring the consent of Landlord shall be performed only under the supervision of an independent licensed architect approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms . Landlord hereby approves Tenant's use of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards Aplusi Design Corp. as Tenant's architect for the Building adopted from time-to-time by Landlord in its reasonable discretion, Initial Alterations and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T& ▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such workConsulting Engineers, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to LLP as Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan 's mechanical engineer for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageInitial Alterations.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Liveperson Inc)
Alterations. (a) The Tenant shall will not make alter or perform permit any alterations, additions or improvements (collectively, “Alterations”) in or to alteration of the Premises or any portion thereof without first obtaining the Landlord's prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayedapproval; provided, however, the Landlord’s consent shall not be required for any Alteration alteration that satisfies all of the following criteria (a “Cosmetic Minor Alteration”): (1i) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpetingcosts less than $50,000 in any one instance; (2ii) is not visible from the exterior of outside the Premises or Building; (3iii) will not adversely affect the Building Systems, Common Areas Systems or structure of the Building; and (4iv) costs less than $50,000.00 does not require a permit from the applicable governmental agency(ies). The Tenant's request for such consent (if required by this Lease) shall be in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a writing and accompanied by an adequate description of such Cosmetic Alteration along with such plans the contemplated work, and specificationswhere appropriate, if anyprofessionally prepared working drawings, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (the “PlansDrawings”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insuredstherefor. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed conducted as follows:
(a) in a good and workmanlike manner and free from defects, by contractors approved by the Landlord in advance;
(b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans with: (i) Drawings approved by the Landlord prior to the commencement of any of the Alterations (excluding for Minor Alterations); (ii) the Landlord’s design criteria manual for the Building; (iii) any conditions, (c) regulations, procedures or rules imposed by contractors, subcontractors, engineers the Landlord and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Applicable Laws. The Landlord may elect to retain architects, environmental consultants and engineers to review such Drawings for the purpose of approving the proposed Alterations (it being understood that notwithstanding such approval, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment Landlord shall be of first quality and at least equal have no responsibility with respect to the then-applicable standards for adequacy of such Drawings);
(c) it is understood and agreed that the Building adopted from time-to-time by Landlord may withhold or condition its consent in its reasonable discretiondiscretion if any work to be performed by the Tenant may affect the roof, exterior aesthetics, structure, or the electrical, mechanical, lighting, heating, ventilating, air-conditioning, sprinkler, fire protection or any life-safety systems of the Building (collectively, the “Building Systems”), and no any such materials or equipment (other than Tenant’s Property) work, if approved by the Landlord, shall be subject to any lien performed by contractors designated or other encumbrance. Upon request, approved by the Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to in which case the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against pay the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord's reasonable cost, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Industrial Lease (CUI Global, Inc.)
Alterations. (a) Tenant shall make no alterations, additions or improvements to the Premises without the prior written consent of Landlord, which consent may be given or withheld in Landlord's sole discretion. Notwithstanding the foregoing:
(A) Landlord shall not make or perform unreasonably withhold its consent to any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises which cost less than One Dollar ($1.00) per square foot of the improved portions of the Premises (excluding warehouse square footage) and do not (i) affect the exterior of the Building or outside areas (or be visible from adjoining sites), or (ii) affect or penetrate any of the structural portions of the Building, including but not limited to the roof, or (iii) require any change to the basic floor plan of the Premises, any change to any structural or mechanical systems of the Premises, or any governmental permit as a prerequisite to the construction thereof, or (iv) interfere in any manner with the proper functioning of or Landlord's access to any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the Building, or (v) diminish the value of the Premises; and (B) Landlord shall not unreasonably withhold its consent to an upgrade of the Building's electrical system and the installation of a freight elevator and double doors for light shipping and receiving functions in the Building. Landlord may impose, as a condition to its consent, any requirement that Landlord in its reasonable discretion may deem reasonable or desirable, including but not limited to a requirement that all work be covered by a lien and completion bond satisfactory to Landlord (not to exceed one hundred fifty percent (150%) of the cost of the work), and requirements as to the manner, time, and contractor for performance of the work. Tenant shall obtain all required permits for the work and shall perform the work in compliance with all applicable laws, regulations and ordinances, all covenants, conditions and restrictions affecting the Project, and the Rules and Regulations (hereafter defined). Tenant understands and agrees that Landlord shall be entitled to a supervision fee in the amount of three percent (3%) of the cost of such work requiring a permit from the City of San Diego. If any governmental entity requires, as a condition to any proposed alterations, additions or improvements to the Premises by Tenant, that improvements be made to the Common Areas, and if Landlord consents to such improvements to the Common Areas, then Tenant shall, at Tenant's sole expense, make such required improvements to the Common Areas in such manner, utilizing such materials, and with such contractors (including, if required by Landlord, Landlord's contractors) as Landlord may require in its sole discretion, Under no circumstances shall Tenant make any improvement which incorporates any Hazardous Materials, including without first obtaining limitation asbestos-containing construction materials into the prior Premises. Any request for Landlord's consent shall be made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to Landlord. Unless Landlord otherwise agrees in writing, all alterations, additions or improvements affixed to the Premises (excluding moveable trade fixtures and furniture) shall become the property of Landlord and shall be surrendered with the Premises at the end of the Term, except that Landlord may, by notice to Tenant, require Tenant to remove by the Expiration Date, or sooner termination date of this Lease, all or any alterations, decorations, fixtures, additions, improvements and the like installed either by Tenant or by Landlord at Tenant's request and to repair any damage to the Premises arising from that removal. Except as otherwise provided in this Lease or in any Exhibit to this Lease, should Landlord make any alteration or improvement to the Premises for Tenant, Landlord shall be entitled to prompt reimbursement from Tenant for all costs incurred. As of the expiration or earlier termination of the Term, Landlord shall have the right to require Tenant to remove any subsequent alterations, additions or improvements, whether or not Landlord's consent was required, but only if Landlord's written consent was obtained and if, at the time of providing its consent following a written request by Tenant as to whether or not Landlord would require such removal, Landlord notified Tenant in each instancewriting that Tenant would have to remove such items upon the expiration of the Lease Term. Landlord and Tenant agree that Tenant shall have the right, upon expiration or termination of this Lease, to remove any and all phone systems, furniture, fixtures and other personal property which consent shall are not permanently affixed to the Premises or which may be unreasonably withheldremoved without significant change to the Premises (including floor coverings, conditioneddraperies, or delayedand/or removable shelves) that are installed in the Premises at Tenant's sole expense; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenantshall, at its expensesole cost, shall (i) excepting only for Cosmetic Alterationsrepair any damage caused by such removal, submit to Landlord for its approval, detailed plans reasonable wear and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such requesttear excepted.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Industrial Lease (Discovery Partners International Inc)
Alterations. 3.13.1 Save insofar as has already been carried out at the date of this Lease (but without prejudice to Clause 3.6) not to:-
(a) Tenant shall not unite the Premises with any adjoining premises
(b) make any external alterations to the Premises
(c) cut maim sever pierce or perform alter the roof the piling the foundations or any alterations, floor slabs load bearing walls timbers columns girders beams of the Premises or the Building nor carry out any works alterations or additions of a structural nature or of a nature which would adversely affect the air conditioning and/or the electrical installations in the Building except insofar as this is necessary to comply with the Tenant’s obligations to keep the Premises in repair or is a necessary consequence of any alterations to which the Landlord gives its consent under clause 3.13.2 and is approved by the Landlord when giving that consent in accordance with clause 3.13.2
(d) erect or build any new additional or substituted building or structure upon the Premises
3.13.2 Not to:-
(a) make any alterations or additions to the Landlord’s fixtures and fittings or the Conduits forming part of and exclusively serving the Premises
(b) make any internal additions or improvements (collectively, “Alterations”) in or alterations of a non-structural nature to the Premises without first obtaining the prior written consent of the Landlord in each instance, which (such consent shall not to be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all ) nor except in accordance with plans and specifications previously submitted to and approved by the Landlord and to the satisfaction of the following criteria (Landlord and subject always to the provisions of sub-clause 3.13.3
3.13.3 Where any consent is given under this Clause 3.13 the Tenant before commencing any works must enter into a “Cosmetic Alteration”): (1) is of a cosmetic nature licence for such alterations with the Landlord in such terms as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible the Landlord acting reasonably may require
3.13.4 Notwithstanding Clause 3.13.2 the Tenant may without any consent from the exterior Landlord erect or alter or remove any internal demountable partitioning which does not in any way affect the structure of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 air handling systems in the aggregate. Tenant Premises and which shall give be treated as a tenant’s fixtures subject to the Tenant:-
(a) giving the Landlord not less than five (5) Business Days’ 28 days notice prior in writing of its intention to performing carry out any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along works together with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of carrying out such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) works in a good and workmanlike manner and free from defects, in accordance with any necessary permission consent or approval required under statute
(c) reinstating the Premises to their former state and condition on or before the end of the Term unless the Landlord by notice in writing requests the Tenant to do otherwise
3.13.5 To inform the Landlord of the cost of any alterations or additions carried out by the Tenant (except any which are trade or tenant’s fixtures or fittings) as soon as practicable and so that the Landlord will not be liable for any failure to effect any necessary increase in the amount for which the Premises are insured unless the Tenant has provided that information
3.13.6 In all cases where the CDM Regulations apply to any works carried out to the Premises (whether or not the Landlord’s consent is required for them under Clause 3.13) the Tenant shall:
(a) comply in all respects with the CDM Regulations and procure that any person involved in carrying out such works complies with the CDM Regulations and
(b) excepting only with regard where appropriate act as the client in respect of those works and at the request of the Landlord serve a declaration to Cosmetic Alterations, substantially in accordance with that effect on the Plans approved by Health and Safety Executive under regulation 4 of the CDM Regulations and give a copy of it to the Landlord,
(c) by contractors, subcontractors, engineers maintain and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, make the Health and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal Safety File available to the then-applicable standards Landlord for inspection when reasonably requested
3.13.7 If the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, provide any information which it is required to provide under Clause 3.13.6 to allow the Landlord may bond, insure over or otherwise discharge to enter the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, Premises to carry out any inspection and investigation necessary for the Landlord to make a complete record of the works and to obtain any other information which the Health and Safety File should contain and to pay all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation Landlord within 7 days of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.demand
Appears in 1 contract
Sources: Lease (Intercontinentalexchange Inc)
Alterations. (a) Tenant shall not 3.23.1 Not to make any addition or perform any alterations, additions or improvements (collectively, “Alterations”) in or alteration to the Premises nor to erect any new building or structure thereon save and except such works as are permitted by the following provisions of this sub-clause
3.23.2 Not to carry out any works so as to connect or link the Premises to or with any other parts of the Building or any Adjoining Property nor to cut maim injure or in any way alter the Structural Parts
3.23.3 Not to erect or place on the Premises any temporary or moveable buildings or structure without first obtaining the prior written consent of the Landlord in each instance, (which consent shall not may be unreasonably withheld, conditioned, given or delayed; provided, however, withheld at the Landlord’s consent shall not be required for any Alteration that satisfies all discretion)
3.23.4 Subject always to the provisions of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is immediately preceding two sub-clauses not visible from the exterior of to make any internal non-structural alterations or additions to the Premises or Building; (3) will meaning internal works not adversely affect affecting the Building Systems, Common Areas or load bearing structure of the Building; ) or any alterations to Conduits therein without the written consent of the Landlord such consent not to be unreasonably withheld or delayed subject to the Tenant:-
3.23.4.1 obtaining and (4) costs less than $50,000.00 complying with all necessary consents of any competent authority and paying all charges of any such authority in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description respect of such Cosmetic Alteration along with such plans consents
3.23.4.2 making a written application supported (if the Landlord reasonably so requires) by drawings and specifications, if any, where appropriate a specification in duplicate prepared in connection therewith. Without limiting by an architect (or member of some other appropriate profession) (who shall supervise the foregoing, all such Cosmetic Alterations shall be subject work throughout to all completion)
3.23.4.3 paying the proper fees of the terms Landlord and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for professional advisers and
3.23.4.4 entering into such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that covenants as the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, require as to the execution and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval reinstatement of any proposed Alterations within ten (10) days the alterations
3.23.5 Notwithstanding the provisions of receipt of such request.
(b) sub-clauses 3.23.3 and 3.23.4 above the Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates be permitted to erect move or remove demountable partitioning in the Premises without the consent of inspection or approval of such Alterations as and the Landlord subject to the extent required by Tenant removing such partitioning and reinstating the Premises at the expiration or sooner determination of the Term
3.23.6 To complete any governmental authority. Not later than thirty (30) days after issuance works or alterations which have been approved under the terms of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) this clause in a good and workmanlike manner to the satisfaction of the Landlord or its surveyor and free from defects, (b) excepting only with regard in all cases to Cosmetic Alterations, substantially make good any damage to the Premises or to any adjoining premises caused by such works or alterations and to indemnify the Landlord against all liability in connection therewith
3.23.7 Not at any time during the Term to make any alteration or addition to the electrical installation or other services in the Premises save in accordance with the Plans approved terms and conditions laid down by Landlord, the Institution of the Electrical Engineers and the regulations of the Electricity Supply Authority or other competent statutory authority or undertaker (c) as the case may be)
3.23.8 At the expiration or sooner determination of the Term if so requested by contractors, subcontractors, engineers the Landlord to remove reinstate and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal make good to the then-applicable standards for satisfaction of the Building adopted from time-to-time by Landlord in or its reasonable discretion, surveyor all such additions alterations and no works as aforesaid or such materials part or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors parts thereof as may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against required by the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to removed reinstated or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.good
Appears in 1 contract
Sources: Lease Agreement (Cambridge Display Technology, Inc.)
Alterations. (a) After initial completion of any work to be done by ▇▇▇▇▇▇ as provided in Article VI, Tenant shall not make alter or perform any alterations, additions or improvements (collectively, “Alterations”) in or add to the Premises without first obtaining the prior Premises, except in accordance with written consent of Landlord in each instancefrom Landlord, which consent shall Landlord agrees not be unreasonably withheld, conditioned, to withhold or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria delay as to alterations or additions which (a “Cosmetic Alteration”): (1i) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is are not visible from the exterior of the Premises or Building; and (3ii) will do not adversely materially affect the Building Systemsstructure or any mechanical, Common Areas electrical or structure plumbing systems of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting Notwithstanding the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for ▇'s prior written consent shall not be required with respect to any non-structural, interior alterations to the affected Premises which do not adversely affect the mechanical, electrical or plumbing systems of the Building Systemand have a cost, (ii) obtain all building permits in each instance, of less than $100,000, but Tenant shall notify Landlord as and other required permits, approvals and certificates required by when it makes any governmental authorities for the proposed Alteration, and furnish copies thereof to such alterations which are permitted without Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L's prior consent. ▇▇▇▇▇▇▇’s managing agent's work as described in Article VI and all other alterations, changes, additions and any Mortgagee as additional insureds. Landlord shall respond to any request work ("Alterations") made by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) made in accordance with all applicable laws, in a good and first-class workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by reasonable requirements of Landlord, (c) by contractors, subcontractors, engineers 's insurers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied's insurers. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without Without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon Lsaid ▇▇▇▇▇▇▇’s request, Tenant shall cause 's work as described in Article VI and all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by Tenant shall be performed in accordance with the provisions of this Article IV and of Article VI. Any contractor or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make other person undertaking any alterations or improvements to any part Alterations of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet be covered by Commercial General Liability and Workmen's Compensation insurance with coverage limits reasonably acceptable to Landlord and evidence thereof shall be furnished to Landlord prior to the performance by such contractor or exceed person of any work in respect of the requirements set forth Premises. Except for generators and HVAC supplemental equipment which Tenant has installed at its sole cost and expense on the roof of the Building to exclusively serve the Premises (such installation hereby is approved but shall be made in accordance with plans and specifications approved by Landlord such approval not to be unreasonably withheld or delayed, and in a manner so as not to void any roofing warranty and by contractors reasonably approved by Landlord, and at the Construction Indoor Air Quality Management Plan. During any constructionend of the Term of the Lease, Tenant shall cause remove all of its contractors such equipment from the roof and subcontractors toshall repair all damage caused by the installation or removal of the same), all work performed by Tenant in the Premises shall remain therein and, at termination, shall be surrendered as a minimumpart thereof, satisfy the following requirements: (a) satisfy the then-applicable standards except for Tenant's usual trade fixtures, furniture and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Constructionequipment, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media installed prior to occupancyor during the Lease Term at Tenant's cost, which trade fixtures, furniture and equipment Tenant shall remove upon the termination of this Lease. Tenant agrees to repair any and all damage to the Premises resulting from the installation thereof or such removal or, if Landlord so elects, to pay Landlord for the cost of any such repairs forthwith after actual completion thereof and billing therefor. Landlord has given Tenant notice that on or about February 8, 2002 is (i) the date when Landlord plans to finish its construction of the roof and to install the rubberized roofing; and (dii) protect stored on-site and installed absorptive materials from moisture damagethe date when Landlord plans to install the concrete filling on the roof.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Office Lease (Keane Inc)
Alterations. Tenant shall have the right, at any time and from time to time, to make such changes and alterations, structural or otherwise, to the Buildings as Tenant shall deem necessary or desirable, including the right to increase or reduce the height of the Buildings, or to demolish the Buildings, or any part thereof, provided that in the case of any demolition Tenant shall erect in substitution thereof a new building or (in the event of the demolition of part of a Building) a new part thereof. Such changes, alterations, demolition or new construction (collectively, "Alterations") shall be made in all cases subject to the following conditions:
(a) no Alterations shall be undertaken until Tenant shall have procured and paid for, so far as the same may be required from time to time, all municipal and other governmental permits and authorizations of the various municipal departments and governmental subdivisions having jurisdiction, and Landlord shall join, at Tenant's expense, in the application for such permits or authorizations whenever such action is necessary;
(b) any structural Alterations, or any Alterations undertaken as a single project and involving an estimated cost aggregating more than $75,000 shall be conducted under the supervision of an architect or engineer selected by Tenant, and in accordance with plans and specifications approved in writing in advance by Landlord;
(c) all Alterations shall be of such a character that, when completed, the value of the Building shall be not make less than the value of the Buildings immediately before any such Alterations;
(d) all work done in connection with any Alterations shall be done in a good and workmanlike manner, in accordance with applicable Laws, and in substantial accordance with the plans and specifications approved by Landlord;
(e) workmen's compensation insurance covering all persons employed in connection therewith and with respect to whom death or perform any alterationsbodily injury claims could be asserted against Landlord, additions Tenant or improvements (collectively, “Alterations”) in or to the Premises without first obtaining and general liability and property damage insurance, and insurance covering all risks generally related to construction and which would reasonably be required by a prudent Institutional Fee Mortgagee for similar construction (which may be effected by endorsement, if obtainable, on the insurance required to be carried pursuant to Section 4.1) for the mutual benefit of Landlord, any Fee Mortgagee, and Tenant with limits of not less than those required to be carried pursuant to Section 4.1 shall be maintained by Tenant at all times when any work is in process in connection with any Alterations, and evidence of the procuring of such policies shall be submitted to Landlord before construction of any such Alteration is commenced;
(f) any structural Alterations, including Alterations which involve the demolition and reconstruction of any material structure on the Premises, shall be subject to Landlord's prior written consent of Landlord in each instanceconsent, which consent shall not be unreasonably withheldwithheld by Landlord (in the case of the demolition and reconstruction of any material structure on the Premises, conditionedit shall not be unreasonable for Landlord to withhold its consent if Tenant cannot reasonably demonstrate that Tenant has obtained or can obtain the funds required to pay the cost of such demolition or reconstruction and it shall not be unreasonable for Landlord to take into account any material adverse effect of such Alterations on contiguous properties owned by Landlord or Affiliates of Landlord, including those properties which are subject to Affiliate Leases or delayedAffiliate Subleases, but it shall be unreasonable for Landlord to withhold its consent to any such Alterations required by a Manufacturer if Tenant has otherwise satisfied the conditions hereunder);
(g) subject to Section 10.3, all Alterations shall immediately upon installation become Landlord's property and shall remain on and be surrendered with the Premises as part thereof at the termination of this Lease;
(h) the cost of any Alteration shall be paid by Tenant so that, subject to Article 12, the Premises shall at all times be free of liens for labor and materials supplied or claimed to have been supplied to the Premises in connection with such Alteration;
(i) within a reasonable time after completion of any Alteration, Tenant shall provide Landlord with complete as-built mylar drawings thereof, if such drawings were prepared for Tenant, and otherwise with such final plans and specification for such Alteration as are in Tenant's possession;
(j) any Alterations commenced by Tenant shall be processed diligently to completion by Tenant; providedand
(k) any Alterations (a) shall be subject to the consent of any Institutional Fee Mortgagee if and to the extent required under the Institutional Fee Mortgage in question, howeverand (b) shall be performed in compliance with the applicable requirements of the Institutional Fee Mortgage in question.
(l) notwithstanding subsections (b) and (d) above, with respect to any Alterations requested by a Manufacturer, Landlord’s 's prior consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as paintingto plans and specification with respect thereto, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. but Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description nevertheless deliver copies of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations Any dispute under this Section shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved determined by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used arbitration in the Premises and/or the Building, if, manner provided in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediatelyArticle 18.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
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Alterations. 8.01 (a) Subject to the further provisions of this Section 8.01(a), Tenant shall not make or perform any no changes, alterations, additions or improvements in or to the Premises (collectively, “Alterations”) in or to the Premises ), without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayedLandlord; provided, however, that: (A) Landlord agrees not to unreasonably withhold, condition or delay its consent in accordance with the procedure set forth in Section 8.02 to Alterations that (1) do not affect the Building’s exterior (including the exterior appearance of the Building), (2) do not adversely affect the usage or the proper functioning of any Building Systems, (3) are non-structural (except that Landlord shall not unreasonably withhold, condition or delay its consent to (i) any internal staircases (not to exceed one (1) per floor) proposed to be installed by Tenant if Tenant shall then be leasing two (2) or more contiguous floors, or (ii) any core drilling required in connection with Tenant’s Alterations provided that, except if such core drilling is required in connection with installation of any internal staircases, same do not result in the reduction of any floor area in the Premises (except to a de minimis extent), in the case of either (i) or (ii), provided such structural Alterations are customary for other similarly-situated tenants in the Building or in Comparable Buildings and provided further that the other provisions of this sentence are satisfied), and (4) do not adversely affect any service required to be furnished by Landlord to Tenant (unless Tenant agrees, in writing, to accept such diminished services without any liability or obligation to Landlord under this Lease in connection therewith) or to any other tenant or occupant of the Building (collectively, “Non-Material Alterations”) and (B) Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria with respect to (a “Cosmetic Alteration”): (1x) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, Non-Material Alterations which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building Systemdo not require a building permit, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for are limited to work within the proposed Alteration, and furnish copies thereof to LandlordPremises, and (iii) furnish subject to Landlord duplicate original policies or certificates Section 8.04, do not require a change in the Certificate of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards Occupancy for the Building adopted from time-to-time by Landlord in its reasonable discretionBuilding, and no such materials or equipment (other than Tenant’s Propertyy) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with work that is solely of a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupieddecorative nature, such as individual offices painting, wallpapering and conference rooms.
carpeting (esuch items identified in clause “(B)”, collectively, “Non-Consent Alterations”). Rent shall in no event be reduced by reason of any reduction in the floor area of the Premises resulting from any Alterations performed (x) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10y) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, Landlord if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent due to Tenant’s performing any Alterations. If and failure to the extent arising out of or resulting from perform any Alterations made by or on behalf other work required under this Lease or otherwise due to Tenant’s breach of this Lease. All Alterations, including air-conditioning equipment and duct work, except movable office furniture and trade equipment installed at the expense of Tenant, Landlord is required by an order shall, unless same constitute Specialty Alterations for which Tenant has been directed to remove from the Premises, in accordance with Section 8.01(b), become the property of Landlord, and shall be surrendered with the Premises at the expiration or directive of a governmental authority to make any alterations or improvements to any part sooner termination of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvementsTerm.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
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Alterations. (a) Tenant Sublessee shall not make or perform any alterations, additions or installations, and improvements (collectively, “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instanceboth Sublessor and Prime Lessor, which consent and any such approved alterations, installations and improvements shall comply with Section 7.5 of the Prime Lease, and Sublessee shall be obligated to comply with the terms and provisions of Section 7.5 as required by “Tenant” thereunder. Sublessor shall not be unreasonably withheld, conditioned, responsible for the failure or delayed; provided, however, Landlord’s refusal of Prime Lessor to consent to such improvements but will use diligent and reasonable efforts to obtain such consent (which such diligent and reasonable efforts shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 limited to notifying Prime Lessor in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description writing of such Cosmetic Alteration along request and cooperating with Sublessee and Prime Lessor in obtaining such plans and specificationsconsent). Any such approved alterations, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations additions or improvements shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, done at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇Sublessee’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) sole expense in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Lawsapplicable laws and codes and the applicable requirements of the Prime Lease. At the time of its approval of any such alterations, Sublessor shall notify Sublessee if Sublessee shall be required to remove the same upon the expiration or earlier termination of the Sublease Term; provided; however, that if neither Sublessor nor Prime Lessor notifies Sublessee otherwise at the time of such approval, such alterations shall become the property of Prime Lessor and remain upon and be surrendered with the Premises. Notwithstanding the exclusion of Section 5.4 of the Prime Lease from this Sublease pursuant to Section 2.2.2(ii) above, Sublessee shall not make any installations or alterations to the roof of the Building without complying with the terms and provisions of Section 5.4 and Section 7.4(b) of the Prime Lease, in addition to the terms and provisions of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbranceSection 7.1. Upon requestthe expiration or earlier termination of the Sublease Term, Landlord Sublessee shall not be required to remove any improvements located in the Premises as of the Commencement Date. Sublessor has approved in concept the planned alterations to be performed by Sublessee (attached hereto as Exhibit E), specifically including the addition of four (4) fume hoods; provided that Sublessor will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall have the right to review and approve the detailed drawings for such alterations and such alterations will be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvementsPrime Lessor.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
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Sources: Sublease (Genocea Biosciences, Inc.)
Alterations. (a) Except as otherwise provided in this Section, Tenant shall not make or perform any no alterations, additions additions, fixtures or improvements (collectively, “Alterations”) in or to the Premises or the Building without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not be unreasonably withheld, conditioned, conditioned or delayed; provided. Notwithstanding the foregoing, however, in the event that any requested Alteration would result in a change from Landlord’s building standard materials and specifications for the Project (“Standard Improvements”), Landlord may withhold consent to such Alteration in its sole and absolute discretion. In the event Landlord so consents to a change from the Standard Improvements (such change being referred to as a “Non-Standard Improvement”), Tenant shall be responsible for the cost of replacing such Non-Standard Improvement with the applicable Standard Improvement (“Replacements”) which Replacements shall be completed prior to the Expiration Date or earlier termination of this Lease. A copy of the Standard Improvements are attached hereto as Exhibit F. Landlord shall not be required for unreasonably withhold its consent to any Alteration that satisfies all Alterations which cost less than Two Dollar ($2.00) per square foot of the following criteria Premises and do not (a “Cosmetic Alteration”): (1i) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from affect the exterior of the Premises Building or Building; outside areas (3or be visible from adjoining sites), or (ii) will not adversely affect or penetrate any of the Building Systems, Common Areas or structure structural portions of the Building; and , including but not limited to the roof, or (4iii) costs less than $50,000.00 require any change to the basic floor plan of the Premises (including, without limitation, the adding of any additional “office” square footage) or any change to any structural or mechanical systems of the Premises, or (iv) fail to comply with any applicable governmental requirements or require any governmental permit as a prerequisite to the construction thereof, or (v) result in the aggregatePremises requiring building services beyond the level normally provided to other tenants, or (vi) interfere in any manner with the proper functioning of, or Landlord’s access to, any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the Building, or (vii) diminish the value of the Premises (as determined by Landlord in its reasonable discretion) including, without limitation, using lesser quality materials than those existing in the Premises, or (viii) alter or replace Standard Improvements. Landlord may impose any condition to its consent, including but not limited to a requirement that the installation and/or removal of all Alterations and Replacements be covered by a lien and completion bond satisfactory to Landlord in its sole and absolute discretion and requirements as to the manner and time of performance of such work. Landlord shall in all events, whether or not Landlord’s consent is required, have the right to approve the contractor performing the installation and removal of Alterations and Replacements and Tenant shall not permit any contractor not approved by Landlord to perform any work on the Premises or on the Building. Tenant shall give obtain all required permits for the installation and removal of Alterations and Replacements and shall perform the installation and removal of Alterations and Replacements in compliance with all applicable laws, regulations and ordinances, including without limitation the Americans with Disabilities Act, all covenants, conditions and restrictions affecting the Project, and the Rules and Regulations as described in Article XVII. Tenant understands and agrees that Landlord not less than shall be entitled to a supervision fee in the amount of five percent (5%) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of the cost of such Cosmetic Alteration along Alterations either requiring a permit from the City of Milpitas or affecting any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the Building. Under no circumstances shall Tenant make any Alterations or Replacements which incorporate any Hazardous Materials, including without limitation asbestos-containing construction materials into the Premises, the Building or the Common Area. If any governmental entity requires, as a condition to any proposed Alterations by Tenant, that improvements be made to the Common Areas, and if Landlord consents to such improvements to the Common Areas (which consent may be withheld in the sole and absolute discretion of Landlord), then Tenant shall, at Tenant’s sole expense, make such required improvements to the Common Areas in such manner, utilizing such materials, and with such plans contractors, architects and specifications, if any, prepared engineers as Landlord may require in connection therewithits sole and absolute discretion. Without limiting the foregoing, all such Cosmetic Any request for Landlord’s consent to any proposed Alterations shall be subject made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to all Landlord. Landlord may elect to cause its architect to review Tenant’s architectural plans, and the reasonable cost of that review shall be reimbursed by Tenant. Should the work proposed by Tenant and consented to by Landlord modify the basic floor plan of the terms and conditions of this Section 7.3. Prior to making any AlterationsPremises, Tenantthen Tenant shall, at its expense, furnish Landlord with as-built drawings and CAD disks compatible with Landlord’s systems and standards. Unless Landlord otherwise agrees in writing, all Alterations made or affixed to the Premises, the Building or to the Common Area (excluding moveable trade fixtures and furniture), including without limitation all Tenant Improvements constructed pursuant to the Work Letter (except as otherwise provided in the Work Letter), shall (i) excepting only for Cosmetic Alterationsbecome the property of Landlord and shall be surrendered with the Premises at the end of the Term; except that Landlord may, submit by notice to Landlord for its approvalTenant given either prior to or following the expiration or termination of this Lease, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect require Tenant to any Alteration affecting any Building System, evidence that remove by the proposed Alteration has been designed byExpiration Date, or reviewed and approved bysooner termination date of this Lease, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days following notice to Tenant that such removal is required if notice is given following the Expiration Date or sooner termination, all or any of receipt of such request.
(b) the Alterations installed either by Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than at Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, including without limitation all Tenant shall cause all contractorsImprovements constructed pursuant to the Work Letter (except as otherwise provided in the Work Letter), mechanics or laborers causing such interference or conflict and to leave repair any damage to the Premises, the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, Common Area arising from that removal and (b) restore the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, Premises to operate elevators or otherwise their condition prior to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any making such Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
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Sources: Lease (Lsi Logic Corp)
Alterations. (a) Tenant shall not have the right to make improvements, alterations or perform any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not be unreasonably withheld, conditioned, conditioned or delayed; provided. Notwithstanding the foregoing, however(A) Tenant shall have the right to make non-structural, non-MEP (mechanical, electrical, plumbing) alterations or improvements to the Premises (including painting and carpeting) without the consent of Landlord’s consent shall , so long as (i) Tenant notifies Landlord in writing of its intention to do such work at least ten (10) days prior to the initiation of such work, (ii) Tenant provides to Landlord a copy of plans and specifications (in CAD form) for such work and a construction schedule at least ten (10) days prior to the initiation of such work, (iii) such alterations do not be required for any Alteration that satisfies all of cause excessive loads on the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, Building and installing carpeting; (2) is its systems and are not readily visible from the exterior of the Premises or Building; Premises, (3iv) will not adversely affect the Building SystemsTenant obtains and furnishes to Landlord any required building permits and certificates of occupancy, Common Areas or structure (v) Tenant provides to Landlord promptly after completion of such work a copy of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed as-built plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building Systemwork, (iivi) obtain all building permits Tenant utilizes qualified contractors and other required permitssubcontractors, approvals and certificates required none of which shall have previously been identified on Landlord’s maintained list of contractors or subcontractors who are restricted by any governmental authorities for Landlord from performing work in the proposed Alteration, and furnish copies thereof to LandlordBuilding, and (iiivii) furnish to Landlord duplicate original policies either (1) such work involves only repainting and/or recarpeting within the Premises, or certificates (2) the total cost of worker’s compensation insurance such alterations or improvements (covering all persons to be employed by Tenantor series of related alterations or improvements) does not exceed $150,000, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(bB) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In additionhave the right to make non-structural, Tenant shallMEP (mechanical, as and when requiredelectrical, promptly obtain certificates of inspection plumbing) alterations or approval of such Alterations as and improvements to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Premises upon Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord’s prior written approval, which approval shall not be unreasonably withheld, conditioned or delayed, provided that, in addition to the requirements of clauses (i) through (v) above, Tenant utilizes Landlord’s approved contractors for such alterations. Any such improvements, alterations or additions in, on, or to the Premises, except for Tenant’s movable furniture, equipment, partitions and (d) in compliance with all Lawstrade fixtures, shall immediately become Landlord’s property and, at the terms end of this the Lease and all construction rulesTerm, procedures and regulations adopted from time-to-time shall remain on the Premises without compensation to Tenant. Any such alterations, additions or improvements by Landlord. All materials and equipment Tenant shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time made by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its Tenant’s sole cost and expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with all applicable Lawslegal requirements and all requirements of Landlord’s and Tenant’s insurance policies. If Landlord shall have the right to approve the plans and specifications relating to any alterations, additions or improvements for which Landlord’s consent is required hereunder, and such alterations, additions or improvements shall be constructed substantially in accordance with such approved plans and specifications. Tenant fails also shall make available to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At at Landlord’s request, any plans, specifications, drawings and as-built plans with respect to any improvements constructed by Tenant within the Premises which Tenant may have, but Tenant is not required to have any such items prepared, except as provided above. Tenant shall deliver be required to Landlord reasonable supporting documentation evidencing remove any such alterations and additions upon the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter expiration or fixtures into or out termination of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and this Lease to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building provided in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvementsSection 23 hereof.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. Except for (a) constructing and securing racks and similar items to walls and floors (collectively, the “Racking”), and (b) installing necessary phone and data cabling infrastructure (collectively, the “Cabling”), Tenant shall not make or perform any no alterations, additions additions, fixtures or improvements (collectively, “Alterations”) in or to the Premises or the Building without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent may be granted or withheld in Landlord’s sole and absolute discretion. In the event that any requested Alteration would result in a change from Landlord’s building standard materials and specifications for the Project (“Standard Improvements”), Landlord may withhold consent to such Alteration in its sole and absolute discretion. In the event Landlord so consents to a change from the Standard Improvements (such change being referred to as a “Non-Standard Improvement”), Tenant shall be responsible for the cost of replacing such Non-Standard Improvement with the applicable Standard Improvement (“Replacements”) which Replacements shall be completed prior to the Expiration Date or earlier termination of this Lease. Landlord shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s withhold its consent shall not be required for to any Alteration that satisfies all Alterations which cost less than One Dollar ($1.00) per square foot of the following criteria improved portions of the Premises (a “Cosmetic Alteration”): excluding warehouse square footage) and do not (1i) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from affect the exterior of the Premises Building or Building; outside areas (3or be visible from adjoining sites), or (ii) will not adversely affect or penetrate any of the Building Systems, Common Areas or structure structural portions of the Building; and , including but not limited to the roof, or (4iii) costs less than $50,000.00 require any change to the basic floor plan of the Premises (including, without limitation, the adding of any additional “office” square footage) or any change to any structural or mechanical systems of the Premises, or (iv) fail to comply with any applicable governmental requirements or require any governmental permit as a prerequisite to the construction thereof, or (v) result in the aggregatePremises requiring building services beyond the level normally provided to other tenants, or (vi) interfere in any manner with the proper functioning of, or Landlord’s access to, any mechanical, electrical, plumbing, elevator or HVAC systems, facilities or equipment located in or serving the Building, or (vii) diminish the value of the Premises including, without limitation, using lesser quality materials than those existing in the Premises, or (viii) alter or replace Standard Improvements. Landlord may impose any condition to its consent, including but not limited to a requirement that the installation and/or removal of all Alterations and Replacements be covered by a lien and completion bond satisfactory to Landlord in its sole and absolute discretion and requirements as to the manner and time of performance of such work. Landlord shall in all events, whether or not Landlord’s consent is required, have the right to approve prior to the commencement of any work the contractor performing the installation and removal of Alterations and Replacements and Tenant shall not permit any contractor not approved by Landlord to perform any work on the Premises or on the Building. Tenant shall give obtain all required permits for the installation and removal of Alterations and Replacements and shall perform the installation and removal of Alterations and Replacements in compliance with all applicable laws, regulations and ordinances, including without limitation the Americans with Disabilities Act, all covenants, conditions and restrictions affecting the Project, and the Rules and Regulations as described in Article XVII. Tenant understands and agrees that Landlord not less than five shall be entitled to a supervision fee in the amount of fivethree percent (553%) Business Days’ notice prior of the cost of the Alterations. Under no circumstances shall Tenant make any Alterations or Replacements which incorporate any Hazardous Materials, including without limitation asbestos-containing construction materials into the Premises, the Building or the Common Area. In no event shall Tenant prosecute any Alterations that would reasonably result in picketing or labor demonstrations in or about the Building or Project. If any governmental entity requires, as a condition to performing any Cosmetic Alterationproposed Alterations by Tenant, that improvements be made to the Common Areas, and if Landlord consents to such improvements to the Common Areas (which notice shall contain a description consent may be withheld in the sole and absolute discretion of Landlord), then Tenant shall, at Tenant’s sole expense, make such Cosmetic Alteration along required improvements to the Common Areas in such manner, utilizing such materials, and with such plans contractors, architects and specificationsengineers as Landlord may require in its sole and absolute discretion. Landlord shall have the right, if anybut not the obligation, prepared to elect to make any such improvements to be made to the Common Areas at Tenant’s expense, in connection therewithwhich case Tenant shall reimburse Landlord upon demand for all costs incurred in making such improvements. Without limiting the foregoing, all such Cosmetic Any request for Landlord’s consent to any proposed Alterations shall be subject made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to all Landlord. Landlord may elect to cause its architect to review Tenant’s architectural plans, and the reasonable cost of that review shall be reimbursed by Tenant. Should the work proposed by Tenant and consented to by Landlord modify the basic floor plan of the terms and conditions of this Section 7.3. Prior to making any AlterationsPremises, Tenantthen Tenant shall, at its expense, furnish Landlord with as-built drawings and CAD disks compatible with Landlord’s systems and standards. Unless Landlord otherwise agrees in writing, all Alterations made or affixed to the Premises, the Building or to the Common Areas, but excluding moveable trade fixtures and furniture, shall become the property of Landlord and shall be surrendered with the Premises at the end of the Term; except that (iA) excepting only for Cosmetic Alterations, submit Tenant shall remove all Racking and Cabling and shall repair all resulting damage to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed byPremises by the Expiration Date, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for sooner termination of the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to LandlordLease, and (iiiB) furnish Landlord may, by notice to Tenant given at the time that Landlord duplicate original policies grants its initial consent to any other Alterations, require Tenant to remove by the Expiration Date, or certificates sooner termination date of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coveragethis Lease, all in or any of such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request other Alterations installed either by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than at Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractorsand to repair any damage to the Premises, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, Common Areas arising from that removal and (b) restore the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, Premises to operate elevators or otherwise their condition prior to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any making such Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Masimo Corp)
Alterations. (a) Except as otherwise provided in this Section, Tenant shall not make or perform any no alterations, additions additions, fixtures or improvements (collectively, “Alterations”"ALTERATIONS") in or to the Premises or the Building without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. In the event that any requested Alteration would result in a change from Landlord's building standard materials and specifications for the Project ("STANDARD IMPROVEMENTS"), Landlord may withhold consent to such Alteration in its sole and absolute discretion. In the event Landlord so consents to a change from the Standard Improvements (such change being referred to as a "NON-STANDARD IMPROVEMENT"), Tenant shall be responsible for the cost of replacing such Non-Standard Improvement with the applicable Standard Improvement ("REPLACEMENTS") which Replacements shall be completed prior to the Expiration Date or earlier termination of this Lease. Landlord shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s withhold its consent shall not be required for to any Alteration that satisfies all Alterations which cost less than One Dollar ($1.00) per square foot of the following criteria improved portions of the Premises (a “Cosmetic Alteration”): excluding warehouse square footage) and do not (1i) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from affect the exterior of the Premises Building or Building; outside areas (3or be visible from adjoining sites), or (ii) will not adversely affect or penetrate any of the Building Systems, Common Areas or structure structural portions of the Building; and , including but not limited to the roof, or (4iii) costs less than $50,000.00 require any change to the basic floor plan of the Premises (including, without limitation, the adding of any additional "office" square footage) or any change to any structural or mechanical systems of the Premises, or (iv) fail to comply with any applicable governmental requirements or require any governmental permit as a prerequisite to the construction thereof, or (v) result in the aggregatePremises requiring building services beyond the level normally provided to other tenants, or (vi) interfere in any manner with the proper functioning of, or Landlord's access to, any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the Building, or (vii) diminish the value of the Premises including, without limitation, using lesser quality materials than those existing in the Premises, or (viii) alter or replace Standard Improvements. Landlord may impose any condition to its consent, including but not limited to a requirement that the installation and/or removal of all Alterations and Replacements be covered by a lien and completion bond satisfactory to Landlord in its sole and absolute discretion and requirements as to the manner and time of performance of such work. Landlord shall in all events, whether or not Landlord's consent is required, have the right to approve the contractor performing the installation and removal of Alterations and Replacements and Tenant shall not permit any contractor not approved by Landlord to perform any work on the Premises or on the Building. Tenant shall give obtain all required permits for the installation and removal of Alterations and Replacements and shall perform the installation and removal of Alterations and Replacements in compliance with all applicable laws, regulations and ordinances, including without limitation the Americans with Disabilities Act, all covenants, conditions and restrictions affecting the Project, and the Rules and Regulations as described in Article XVII. Tenant understands and agrees that Landlord not less than shall be entitled to a supervision fee in the amount of five percent (5%) Business Days’ notice prior of the cost of the Alterations. Under no circumstances shall Tenant make any Alterations or Replacements which incorporate any Hazardous Materials, including without limitation asbestos-containing construction materials into the Premises, the Building or the Common Area. If any governmental entity requires, as a condition to performing any Cosmetic Alterationproposed Alterations by Tenant, that improvements be made to the Common Areas, and if Landlord consents to such improvements to the Common Areas (which notice shall contain a description consent may be withheld in the sole and absolute discretion of Landlord), then Tenant shall, at Tenant's sole expense, make such Cosmetic Alteration along required improvements to the Common Areas in such manner, utilizing such materials, and with such plans contractors, architects and specifications, if any, prepared engineers as Landlord may require in connection therewithits sole and absolute discretion. Without limiting the foregoing, all such Cosmetic Any request for Landlord's consent to any proposed Alterations shall be subject made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to all Landlord. Landlord may elect to cause its architect to review Tenant's architectural plans, and the reasonable cost of that review shall be reimbursed by Tenant. Should the work proposed by Tenant and consented to by Landlord modify the basic floor plan of the terms and conditions of this Section 7.3. Prior to making any AlterationsPremises, Tenantthen Tenant shall, at its expense, furnish Landlord with as-built drawings and CAD disks compatible with Landlord's systems and standards. Unless Landlord otherwise agrees in writing, all Alterations made or affixed to the Premises, the Building or to the Common Area (excluding moveable trade fixtures and furniture), including without limitation all Tenant Improvements constructed pursuant to the Work Letter (except as otherwise provided in the Work Letter), shall (i) excepting only for Cosmetic Alterationsbecome the property of Landlord and shall be surrendered with the Premises at the end of the Term; except that Landlord may, submit by notice to Landlord for its approvalTenant given either prior to or following the expiration or termination of this Lease, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect require Tenant to any Alteration affecting any Building System, evidence that remove by the proposed Alteration has been designed byExpiration Date, or reviewed and approved bysooner termination date of this Lease, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days following notice to Tenant that such removal is required if notice is given following the Expiration Date or sooner termination, all or any of receipt of such the Alterations installed either by Tenant or by Landlord at Tenant's request.
, including without limitation all Tenant Improvements constructed pursuant to the Work Letter (b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In additionexcept as otherwise provided in the Work Letter), Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to repair any damage to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all LawsPremises, the terms of this Lease Building or the Common Area arising from that removal and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in restore the Premises and/or the Building, if, in Landlord’s sole judgment, to their condition prior to making such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease (Interchange Corp)
Alterations. (a) Tenant The Lessee shall not make or perform any alterationsnot, additions or improvements (collectively, “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instancethe Lessor, which consent shall not be unreasonably withheldwithheld or delayed, conditionedmake in the Apartment or Building, or delayed; providedon any roof, howeverpenthouse, Landlord’s terrace or balcony appurtenant thereto, any alteration, enclosure or addition or any alteration of or addition to the water, gas or steam risers or pipes, heating or air conditioning system or units, electrical conduits, wiring or outlets, plumbing fixtures, intercommunication or alarm system, or any other installation or facility in the Apartment or Building. The performance by Lessee of any work in the Apartment shall be in accordance with any applicable rules and regulations of the Lessor and governmental agencies having jurisdiction thereof. The Lessee shall not in any case install any appliances which will overload the existing wires or equipment in the Building. Anything herein or in subparagraph (b) below to the contrary notwithstanding, the consent of the Lessor shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as paintingforegoing alterations, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises enclosures or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed additions made by, or reviewed and approved the removal of any additions, improvements or fixtures from the Apartment by, L▇▇▇▇▇▇▇’s designated engineer for a holder of Unsold Shares, but the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for consent only of the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to Lessor's then managing agent will be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlordsufficient, which approval consent shall not be unreasonably withheld, conditioned withheld or delayed. Notwithstanding the foregoing, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment no alterations or improvements shall be made by a holder of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used Unsold Shares in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation public areas of the Building and/or or in any apartment not leased to such holder of Unsold Shares without first obtaining the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance consent of the Alteration, and Lessor (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or which consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant unreasonably withheld or any delayed) and (if applicable) the lessee of such other party apartment. While a holder of Unsold Shares maintains a majority of the Board of Directors, it shall make no additions, alterations, improvements or purchases not contemplated in connection with L▇▇▇▇▇▇▇’s approval of any Plans, the Plan which would necessitate a special assessment or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to a substantial increase in the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is monthly assessment unless required by an order or directive of a governmental authority to make any alterations agency, title insurance company, mortgage lender or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageof an emergency.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Proprietary Lease
Alterations. (a) Tenant shall not make or perform any no alterations, additions additions, repairs or improvements to the Premises (collectively, “Alterations”"Alteration(s)") in or except as expressly permitted by this Paragraph 14. Tenant shall have no right to make any Alterations to the Premises without first obtaining structural portions of the prior written Building which shall include the foundation, floor/ceiling slabs, roof, curtain walls, exterior glass and mullions columns, beams, shafts, stairs, stairwells, escalators, plazas, artwork, sculptures, washrooms, mechanical, electrical and telephone closets and all Common Areas and public areas and the mechanical electrical, life safety, plumbing, sprinkler systems and HVAC systems (collectively, "Building Structure and Systems") Landlord's consent to any other Alteration (i.e., other than to an Alteration to any portion or component of Landlord the Building Structure and Systems or that, in each instanceLandlord's reasonable judgment, which consent could adversely affect any portion of the Building Structure and Systems) shall not be unreasonably withheld. Notwithstanding the other provisions of this Paragraph 14, conditionedTenant may install nominal office decorations (e.g., paintings) in the Premises without obtaining Landlord's consent.
(b) Landlord may condition its consent to any type of Alteration on such requirements as Landlord may deem necessary in its subjective, good faith discretion, including without limitation: (i) the manner in which the work is to be done, (ii) the right of approval over the entity which shall perform or contract to perform the work (which approval may be withheld if, among other things, that entity is not properly licensed under all applicable laws or if Landlord deems the insurance carried by that entity to be inadequate), (iii) the times during which the work is to be accomplished, (iv) the issuance at Tenant's sole cost of a performance or labor and material payment bond ensuring lien-free completion of the proposed Alterations, or delayed; provided, however, Landlord’s consent shall not be required (v) delivery to Landlord of preliminary and final sets of plans for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregateproposed Alterations. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within least ten (10) business days prior written notice of receipt the expected commencement date of such request.
(b) any work related to the Premises. Tenant shall obtain be responsible for obtaining all building permits and other approvals required by applicable Laws law for all Alterationswork done by Tenant under this Lease and Tenant warrants that such work shall comply with all applicable governmental laws, codes, or ordinances, including without limitation, the ADA. In additionNotwithstanding anything to the contrary contained herein, Tenant shallmay, however, make non-structural installations to the interior of the Premises (excluding the roof), as and when requiredlong as they are not visible from the outside, promptly obtain certificates of inspection do not involve puncturing, relocating or approval of such Alterations as and to removing the extent required by roof or any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably requireexisting walls, and computer media the cumulative cost thereof during the term of such record drawings and specifications in a format acceptable to Landlordthis Lease does not exceed $25,000.
(c) All Upon the expiration or earlier termination of this Lease, (1) all or any part of the Alterations shall be performed to or in connection with the Premises shall, at the option of Landlord, either (a) in a good become the property of Landlord and workmanlike manner remain and free from defectsbe Surrendered with the Premises, or (b) excepting only with regard be removed from the Premises and the Premises restored to Cosmetic Alterationstheir condition immediately before those Alterations were made, substantially in accordance with the Plans approved all by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than expense of Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant ("Tenant's Effects") shall (a) install be and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, remain the property of Tenant and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, removed by Tenant at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against time during the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable LawsTerm. If Tenant fails to do soremove all of Tenant's Effects from the Premises upon termination of this Lease, Landlord may bondmay, insure over or otherwise discharge the lien. In such eventat its option, remove Tenant's Effects and store Tenant's Effects without liability to Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf loss of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, 's Effects. Tenant agrees to pay Landlord upon demand any and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations removing Tenant's Effects, including court costs, attorneys' fees and storage charges on Tenant's Effects, for any length of time that Tenant's Effects shall be in Landlord's possession. Landlord may, at its option, without notice, sell Tenant's Effects, or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors tosame, at a minimumprivate sale and without legal process, satisfy for such price as Landlord may obtain, and apply the following requirements: (a) satisfy proceeds of such sale to any amounts due under this Lease from Tenant to Landlord and to the thenexpenses incident to the removal and sale of Tenant's Effects. Tenant waives the provisions of California Civil Code sections 1980-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage1991.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Infocrossing Inc)
Alterations. (a) A. Tenant shall not make make, or perform allow to be made, any alterations, additions physical additions, improvements or improvements attached partitions (collectivelyexcluding non-electrified movable portions), including without limitation the attachment of any fixtures or equipment, in, about or to the Premises (“Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not be unreasonably withheldwithheld with respect to proposed Alterations which: (a) comply with all applicable Regulations; (b) are in Landlord’s opinion, conditionedcompatible with the Building or the Project and its mechanical, plumbing, electrical, heating/ventilation/air conditioning systems, and will not cause the Building or delayedProject or such systems to be required to be modified to comply with any Regulations (including, without limitation, the Americans With Disabilities Act); and (c) will not interfere with the use and occupancy of any other portion of the Building or Project by any other tenant or its invitees. Specifically, but without limiting the generality of the foregoing, Landlord shall have the right of written consent for all plans and specifications for the proposed Alterations, construction means and methods, all appropriate permits and licenses, any contractor or subcontractor to be employed on the work of Alterations, and the time for performance of such work, and may impose rules and regulations for contractors and subcontractors performing such work. Tenant shall also supply to Landlord any documents and information reasonably requested by Landlord in connection with Landlord’s consideration of a request for approval hereunder. Tenant shall cause all Alterations to be accomplished in a first-class, good and workmanlike manner, and to comply with all applicable Regulations and Paragraph 27 hereof. Tenant shall at Tenant’s sole expense, perform any additional work required under applicable Regulations due to the Alterations hereunder. No review or consent by Landlord of or to any proposed Alteration or additional work shall constitute a waiver of Tenant’s obligations under this Paragraph 12, nor constitute any warranty or representation that the same complies with all applicable Regulations, for which Tenant shall at all times be solely responsible. Tenant shall reimburse Landlord for all commercially reasonable) costs which Landlord may incur in connection with granting approval to Tenant for any such Alterations, including any costs or expenses which Landlord may incur in electing to have outside architects and engineers review said plans and specifications, and shall pay Landlord an administration fee of not to exceed fifteen percent (15%) of the cost of the Alterations as Additional Rent hereunder. All such Alterations shall remain the property of Tenant until the expiration or earlier termination of this Lease, at which time they shall be and become the property of Landlord; provided, however, that Landlord may, at Landlord’s consent shall not be required for any Alteration option, require that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its Tenant’s expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to remove any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request Alterations made by Tenant for Landlord’s approval and restore the Premises by the expiration or earlier termination of this Lease, to their condition existing prior to the construction of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as All such removals and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant restoration shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications be accomplished in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a first-class and good and workmanlike manner and free from defects, (b) excepting only with regard so as not to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal cause any damage to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials Premises or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable LawsProject whatsoever. If Tenant fails to do soremove such Alterations or Tenant’s trade fixtures or furniture or other personal property, Landlord may bondkeep and use them or remove any of them and cause them to be stored or sold in accordance with applicable law, insure over or otherwise discharge the lienat Tenant’s sole expense. In such eventaddition to and wholly apart from Tenant’s obligation to pay Tenant’s Proportionate Share of Operating Expenses, Tenant shall reimburse Landlordbe responsible for and shall pay prior to delinquency any taxes or governmental service fees, as Additional Rentpossessory interest taxes, fees or charges in lieu of any such taxes, capital levies, or other charges imposed upon, levied with respect to or assessed against its fixtures or personal property, on demandthe value of Alterations within the Premises, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employon Tenant’s interest pursuant to this Lease, or permit the employment of, any contractor, mechanic or laborer, or permit increase in any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or foregoing based on such Alterations. To the Building by Landlord, Tenant extent that any such taxes are not separately assessed or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s requestbilled to Tenant, Tenant shall cause pay the amount thereof as invoiced to Tenant by Landlord. Notwithstanding the foregoing, at Landlord’s option (but without obligation), all contractors, mechanics or laborers causing such interference or conflict to leave any portion of the Building immediately.
(g) Alterations shall be performed by Landlord for Tenant’s account and Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) pay Landlord’s review estimate of Plans the cost thereof (including review of requests a reasonable charge for approval thereofLandlord’s overhead and profit) and/or supervision of performance prior to commencement of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterationswork. In addition, if at Landlord’s election and notwithstanding the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00foregoing, however, Tenant shall pay to Landlord or the cost of removing any such Alterations and restoring the Premises to their original condition such cost to include a reasonable charge for Landlord’s managing agentoverhead and profit as provided above, a and such amount may be deducted from the Security Deposit or any other terms or amounts hold by Landlord under this Lease.
B. In compliance with Paragraph 27 hereof, at least ten (10) business days before beginning construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s requestany Alteration, Tenant shall deliver to give Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide written notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay expected commencement date of that construction to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by permit Landlord to post and record a notice of non-responsibility. Upon substantial completion of construction, if the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any constructionlaw so provides, Tenant shall cause all a timely notice of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) completion to be recorded in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageoffice of the recorder of the county in which the Building is located.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Landlord Consent to Sublease (Premier Commercial Bancorp)
Alterations. (a) Tenant shall not make no structural or perform any alterations, additions or improvements (collectively, “Alterations”) non-structural alterations in or to the Premises and/or the systems serving the Premises, including, without first obtaining the limitation, installing cabling, conduit, or additional HVAC systems, without Landlord's prior written consent, which consent of Landlord in each instanceshall be at Landlord's sole discretion, except with respect to cabling, which consent shall not be unreasonably withheld by Landlord (collectively, "Alterations"). Upon approval by Landlord, not to be unreasonably withheld, delayed or conditioned, Tenant may install telecommunications wiring, cabling, Wi-Fi (subject to Section 13.03C below), or delayed; providedmoveable furniture, howeveras long as such work does not require penetration of the Building, other than to drop ceilings, or affect the Building systems. Any Alterations shall be in compliance with the provisions of this Article 13 (and otherwise in accordance with the Building Operations Documents). For avoidance of doubt Tenant shall make no Alterations without Landlord’s 's prior consent as set forth in this Article 13. Landlord is not obligated to perform any Alterations for or on behalf of Tenant. Notwithstanding the foregoing to the contrary, the consent of Landlord shall not be required for with respect to any Alteration that satisfies painting, wall covering, carpeting or other decorative work of a similar nature in the Premises costing less than $100,000.00 in the aggregate (pursuant to a reasonable estimate prepared by Tenant's contractor and reasonably acceptable to Landlord) and which shall comply in all of respects with the following criteria conditions: (a “Cosmetic Alteration”): i) shall be located wholly within the Premises, (1ii) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is shall not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas Systems or structure of the Building; , any other tenant of the Building or the operation of the HVAC, plumbing, electrical, or water systems of the Building (as opposed to systems exclusively serving the Premises), (iii) do not violate the certificate of occupancy of the Building and (4iv) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of otherwise performed in accordance with the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures the Rules and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment Regulations (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agenteach, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations"Decorative Alteration").
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. 5.10.1 Save as provided in sub clause 5.10.4 of this clause not at any time during the Term without the previous consent in writing of the Landlord, such consent not to be unreasonably withheld or delayed, (ademountable partitions excepted) Tenant shall and except in accordance with the plans and specifications previously submitted to and approved by the Landlord, such approval not to be unreasonably withheld OR delayed, to erect any additional building upon the Demised Premises nor to make or perform suffer to be made any alterations, additions alteration or improvements (collectively, “Alterations”) addition whatsoever in or to the Demised Premises without first obtaining or remove or injure or to suffer to be removed or injured any of the prior written principal walls, windows, timbers, girders, iron or steel work ceilings, roofs, floors, tiles thereof or make any alterations in the plan or elevation of any of the building for the time being in or on the Demised Premises either internally or externally provided always that the Landlord may as a condition preceding any consent under this clause require the Tenant to enter into such covenants with the Landlord as the Landlord shall reasonably require in regard to the execution of any alteration or addition to the Demised Premises (save for any mezzanine flooring installed by the Tenant) approved by the Landlord in each instance, which consent shall such approval not to be unreasonably withheld, conditioned, withheld or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all delayed and the re-instatement thereof at the determination of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises Lease or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property otherwise in connection with any work performed application for the Landlord's approval or claimed consent under this clause and to have been performed by pay the Landlord's architect's or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs surveyor's proper and reasonable attorneys’ feescosts relating thereto, if such consent is granted.
(f) Tenant shall not employ, or permit 5.10.2 On the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used request in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation writing of the Building and/or Landlord or his agent forthwith to pull down and remove any building, erection, alteration or addition erected, placed or made in material breach of any of the Building by Landlord, Tenant foregoing covenants and if any portion of the Demised Premises has been altered pulled down or others. If removed in material breach of any of the foregoing covenants upon such interference request in writing as herein provided forthwith to amend restore replace or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict rebuild the Demised Premises according to leave the Building immediatelyoriginal plans.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by 5.10.3 Not to place or affix on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance the front of the Alteration, Demised Premises any water ventilating or other pipe or apparatus and (b) not to alter cover up or change any of the provision architecture or architectural decorations or the external colour of Building personnel during the performance of buildings or to make any Alteration other than during Normal Business Hours, to operate elevators addition temporary or otherwise to facilitate Tenant’s Alterations. In addition, if any of such buildings either in height or projection without in every case obtaining the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee prior consent in an amount equal to four percent (4%) writing of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site unreasonably withheld or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volumedelayed.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (a) Tenant shall not 28.1 Not to make any structural alterations or perform any alterations, additions or improvements (collectively, “Alterations”) in or to the Demised Premises without first obtaining whatsoever nor to change the prior written external appearance of the Demised Premises nor to unite the Demised Premises with any other property nor to demolish the Demised Premises and all other alterations subject to the consent of Landlord in each instance, which the Lessor such consent shall not to be unreasonably unreasonable withheld, conditioned, .
28.2 If the Lessor gives the Lessee consent to carry out alterations or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all additions to the Demised Premises the Lessee will:-
28.2.1 supply the Lessor with three copies of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that of the proposed Alteration has been designed by, alterations or reviewed additions and will have them approved by, L▇▇▇▇▇▇▇by the Lessor or the Lessor’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by Surveyor in writing before starting any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies work;
28.2.2 carry out such alterations or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) additions in a good and workmanlike manner and free with good quality materials and to the reasonable satisfaction of the Lessor or the Lessor’s Surveyor;
28.2.3 at the Lessor’s request, reinstate the Demised Premises at its own expense to the condition they were in before the execution of the alterations or additions and make good all consequential damage to the reasonable satisfaction of the Lessor or the Lessor’s Surveyor during the period of six months immediately preceding the end of the Term (unless asked not to do so by the Lessor);
28.2.4 enter into such reasonable covenants and obligations as the Lessor requires in respect of the carrying out of such alterations or additions;
28.2.5 obtain all necessary consents from defectsany Statutory or Local Authority including, if applicable, planning permission and Fire Safety Certificate and to carry out all such alterations or additions in compliance with any such consents, permissions, certificates and in compliance with the building regulations under the Building Control Act;
28.2.6 comply with the Safety Health and Welfare at Work (bConstruction) excepting only Regulations 1995 and supply the Lessor with regard a copy of any health and safety file required to Cosmetic Alterations, substantially be maintained by the Lessee under those regulations;
28.2.7 pay the reasonable fees of the Lessor’s professional advisors; and if alterations or additions are carried out without the Lessor’s prior written consent or not in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms provisions of this Lease Clause 28 hereof the Lessor may remove or reinstate all such unauthorised alterations or additions and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal the Lessee will pay to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors Lessor on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if demand the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay such work together with Interest in the event of late payment or the Lessor can call upon the Lessee to Landlord reinstate or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterationsremove all such unauthorised alterations or additions at its own cost.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority 28.3 Not to make any alterations or improvements additions to the electrical installation in the Demised Premises without the Lessor’s prior written consent (not to be unreasonably withheld) and then only in accordance with the terms and conditions for the time being laid down by RECI (The Register of Electrical Contractors of Ireland) or any part body replacing the same and the regulations of the Building and/or electricity supply authority for the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvementstime being.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (28.4 Not to fix to the extent applicableoutside of the Demised Premises any bracket aerial fixture wire or other apparatus for radio-diffusion wireless television or telephone without obtaining the Lessor’s written consent and its written approval (such consent and approval not to be unreasonably withheld) of the Building proposed situation and method of fixing .
28.5 To give the Lessor written notice of the value for insurance purposes of any permitted alteration addition or erection (whether or not it required the consent of the Lessor) immediately after it has been completed and the Premises (Lessor will not be liable to effect insurance of such works until seven days after the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors Lessor has received such notice and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damagethat such alteration addition or erection shall require additional insurance the Lessee shall discharge in full any resultant increased insurance premium.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (a) Tenant shall not make or perform suffer to be made any alterationsalteration, additions addition or improvements (collectively, “Alterations”) in improvement to or to of the Premises or any part thereof (collectively referred to herein as "alterations") without first obtaining (i) the prior written consent of Landlord, (ii) a valid building permit issued by the appropriate governmental authority and (iii) otherwise complying with all applicable laws, regulations and requirements of governmental agencies having jurisdiction and with the rules, regulations and requirements of any board of fire underwriters or similar body. Notwithstanding the foregoing, Tenant may make non-structural alterations costing in the aggregate less than Five Thousand Dollars ($5,000) in any one year of the term without the prior written consent of Landlord, provided that Tenant promptly informs Landlord in each instancewriting of the nature of the alterations, which the cost thereof and the contractor engaged or proposed to be engaged to perform such work, and provided further that all such work complies with clauses (ii) and (iii) above. Landlord's consent to any requested alteration shall not be unreasonably withheldcreate on the part of Landlord or cause Landlord to incur any responsibility or liability for such alteration's compliance with all laws, conditionedrules and regulations of federal, or delayed; providedstate, howevercounty, Landlord’s consent municipal and other governmental authorities. Any alteration made by Tenant (excluding moveable furniture and trade fixtures not attached to the Premises) shall not be required for any Alteration that satisfies all of the following criteria (at once become a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior part of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior belong to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewithLandlord. Without limiting the foregoing, all such Cosmetic Alterations heating, lighting, electrical (including all wiring, conduit, outlets, drops, ▇▇▇▇ ducts, main and subpanels), air conditioning, partitioning, drapery and carpet installations made by Tenant, regardless of how attached to the Premises, together with all other alterations that have become an integral part of the Project in which the Premises are a part, shall be subject to all and become part of the terms Premises and conditions belong to Landlord upon installation and shall not be deemed trade fixtures, and shall remain upon and be surrendered with the Premises at the termination of this Section 7.3the lease. Prior Regardless of whether Landlord's consent is required in connection with the making of any alteration by Tenant, the same shall be made by Tenant at its sole risk, cost and expense and only after Landlord's written approval of any contractor or person selected by Tenant for that purpose, and the same shall be made at such time and in such manner as Landlord may from time to making time designate. Tenant shall, if required by Landlord, secure at Tenant's cost a completion and lien indemnity bond for such work. Upon Tenant's request, Landlord shall advise Tenant in writing whether it reserves the right to require Tenant to remove any AlterationsAlterations from the Premises upon termination of the Lease. Upon the expiration or sooner termination of the term, Landlord may, at its sole option, require Tenant, at Tenant's sole cost and expense, to promptly both remove any such alteration made by Tenant and designated by Landlord to be removed and repair any damage to the Premises caused by such removal and shall restore the Premises to the surrender condition as provided in paragraph 23 herein. Any moveable furniture and equipment or trade fixtures remaining on the Premises at the expiration or other termination of the term shall become the property of the Landlord unless promptly removed by Tenant. If during the term any alteration, addition or change of the Premises is required by law, regulation, ordinance or order of any public authority, Tenant, at its sole cost and expense, shall (i) excepting only for Cosmetic Alterationspromptly make the same. If during the term any alterations, submit additions or changes to Landlord for its approvalthe Common Area or to the Project in which the Premises is located is required by law, detailed plans and specifications (“Plans”) for such proposed Alterationregulation, ordinance or order of any public or quasi-public authority, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer it is impractical in Landlord's judgment for the affected Building Systemtenants to individually make such alterations, (ii) obtain all building permits additions or changes, Landlord shall make such alterations, additions or changes and other required permits, approvals the cost thereof shall be a common area charge and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish Tenant shall pay its percentage share of such cost to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors as provided in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlordparagraph 16. All materials trade fixtures, personal property and equipment shall be of first quality and Alterations installed in the Premises at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment Tenant's expense (other than "Tenant’s 's Property") shall be subject to any lien or other encumbrance. Upon request, Landlord will provide deemed Tenant's property and Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject entitled to the supervision all depreciation, amortization and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agentother tax benefits with respect thereto.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease (Novacept Inc)
Alterations. 9.1 The initial improvement of the Premises shall be accomplished by Landlord in accordance with Exhibit D (a) Tenant shall not Demising walls), Landlord is under no obligation to make or perform any alterations, additions decorations, additions, improvements, demolition's or improvements other changes (collectively, “Alterations”collectively "alterations") in or to the Premises except as set forth in Exhibit D.
9.2 Tenant shall not make or permit anyone to make any Alteration in or to the Premises or the Building without first obtaining the Landlord's prior written consent of Landlord in each instanceconsent, which consent shall may not be unreasonably withheld. Any Alteration which Landlord permits Tenant to make shall be made: (a) in a good, conditionedworkmanlike, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, first-class and installing carpetingprompt manner; (2b) is not visible from using new materials only; (c) by a contractor of Tenant's choice and approved by Landlord and in accordance with plans and specifications consented to in writing by Landlord; (d) in accordance with legal requirements (including, without limitation, the exterior Americans With Disabilities Act) and requirements of any insurance company insuring the Premises or Building; (3e) will not adversely affect the Building Systems, Common Areas or structure after obtaining any required consent of the Buildingholder(s) of any Mortgage; (f) after obtaining a workmen's compensation insurance policy approved by Landlord, wherein such approval is not unreasonably withheld; and (4g) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along compliance with such plans and specifications, if any, prepared in connection therewithother reasonable requirements as Landlord might impose. Without limiting the foregoing, all such Cosmetic Alterations shall be subject If any lien (or a petition to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (iestablish a lien) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors is filed in connection with any Alteration, then such Alterationlien (or petition) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request be discharged by Tenant for Landlord’s approval of any proposed Alterations at Tenant's expense within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required thereafter by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies payment thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Lawsacceptable to Landlord. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or 's consent by Landlord to the making of an Alteration shall be deemed not to constitute Landlord's consent to subject its interest in the Premises or the Building or the Land to liens which may be connection therewith.
9.3 If any Alteration is made without Landlord's prior consent, then Landlord shall have the right, in addition to exercising all other available remedies, at Tenant's expense to remove and correct such Alteration, and restore the Premises and the Building to their condition immediately prior thereto or to require Tenant to do the same. Unless Landlord elects otherwise pursuant to this Section 9.3, all Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval except additions of any Plansremovable furniture, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If equipment, and furnishings, and trade fixtures, to the extent arising out of Premises or resulting from any Alterations the Building made by either party shall immediately become Landlord's property (provided, however, that during the Lease Term Tenant shall retain an insurable interest in such Alterations) and shall remain upon and be surrendered with the Premises at the expiration or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part earlier termination of the Building and/or Lease Term; provided, however, that if Tenant is not in default under this Lease, then Tenant shall have the Building right to remove, prior to the expiration or earlier termination of the Lease Term, all movable or removable furniture, equipment and furnishings, and trade fixtures installed on the Premises solely at Tenant's expense. Notwithstanding anything of the foregoing to the contrary in order to comply with an applicable Lawthis Section 9.3, Tenant shall pay, as Additional Rent, also be required to remove all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (removable or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (attached, at Landlords discretion, to the extent applicable) of Premises or the Building and all non-trade fixtures and equipment which Landlord has not previously approved for installation and which Landlord designates in writing for removal (which designation shall be provided to Tenant prior to the Premises (expiration or earlier termination of the “Construction Indoor Air Quality Management Plan”). All Alterations performed Lease Term) and Tenant shall be required to remove all telephone and data cabling installed by or on behalf of Tenant not used by or accepted by subsequent Tenants (collectively "Cabling"). Movable or removable furniture, equipment and furnishings, and trade fixtures shall meet be deemed to exclude any item which would normally be removed or exceed detached from the requirements set forth in Premises with the Construction Indoor Air Quality Management Planassistance of any tool or machinery other than a hand truck equipped with rubber tires and other devices used by professional movers. During Landlord shall have the right to repair or replace at Tenant's reasonable expense all damage to the Premises or the Building caused by any constructionsuch removal or to require Tenant to do the same. If any such furniture, furnishings or trade fixtures is not removed by Tenant shall cause all prior to the expiration or earlier termination of its contractors and subcontractors tothe Lease Term, then the same shall, at a minimumLandlord's option, satisfy the following requirements: (a) satisfy the then-applicable standards become Landlord's property and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection shall be surrendered with the performance of any AlterationsPremises as a part thereof; provided, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimumhowever, that Tenant Landlord shall have the right to remove from the Premises at Tenant's Expense such furniture, equipment and furnishings, or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of constructiontrade fixtures and any Alteration, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; trade fixture or equipment (dwhich Landlord designates in writing for removal) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOCany Cabling.
Appears in 1 contract
Sources: Lease Agreement (Electronic Retailing Systems International Inc)
Alterations. 3.13.1 The Tenant will not:
(a) Tenant shall not make or perform any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayedProperty except as permitted under this clause 3.13; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.or
(b) make any alteration to the Property or to the Conduits and/or Plant except as permitted by the provisions of this clause 3.13.
3.13.2 The Tenant shall may make alterations to the Property subject to the Tenant first obtaining the written consent of the Landlord, such consent not to be unreasonably withheld or delayed and subject to the Tenant complying with the remaining provisions of this clause 3.13.
3.13.3 Before carrying out any alterations permitted under clause 3.13.2 the Tenant will:
(a) obtain all building permits necessary consents of any competent authority and other approvals required by applicable Laws will pay all charges of any such authority connected to or for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to those consents;
(b) give the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and written specifications in a format acceptable duplicate showing the proposed alterations in sufficient detail for the Landlord to Landlord.consider fully the Tenant’s application for consent;
(c) All Alterations enter into such covenants as the Landlord may reasonably require about the alterations;
3.13.4 If required by the EPC Regulations the Tenant shall obtain a valid EPC in respect of any works of alteration to the Property and deliver a copy to the Landlord (together with details of the reference number of such EPC if not apparent from the copy) within 10 Working Days of such EPC being issued.
3.13.5 If any alterations made by the Tenant invalidate a valid EPC for any Neighbouring Property (or any part thereof) held by the Landlord of which the Tenant has prior written notification or adversely affects the asset rating in any such EPC then the Tenant shall indemnify the Landlord in respect of the reasonable expenses properly incurred in respect of the cost of a new and valid EPC for the Neighbouring Property.
3.13.6 Without limiting any other provisions of this Lease the Tenant will comply with all necessary consents of any competent authority relating to any works the Tenant carries out at the Property.
3.13.7 The Tenant will not make any connection with the Conduits except in accordance with plans and specifications previously approved by the Landlord and with the appropriate consent of any competent authority, undertaker or supplier.
3.13.8 Notwithstanding the preceding provisions of this clause 3.13 the Tenant shall without the consent of the Landlord be performed entitled to:
(a) in a good and workmanlike manner and free from defects, make alterations or additions to the Property which do not affect the structural integrity of any buildings on the Property; and
(b) excepting only with regard make alterations or additions to Cosmetic Alterations, substantially the Plant and/or Conduits in accordance with support of the Plans approved use of the Property permitted by Landlord, this Lease; and
(c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from timeinstall alter remove any non-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.structural partitioning;
(d) Tenant shall (a) install make minor alterations to ducting cabling ceiling and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, wall tiles and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.coverings; and
(e) Tenantinstall and remove rides and associated apparatus, at its expense, shall discharge booths and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property stalls and related equipment in connection with any work performed or claimed to have been performed the use of the Property permitted by or on behalf of Tenantthis Lease, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge provided that the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit notify the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving the commencement of any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building such alterations and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees provide (awhere relevant) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlordas built drawings as soon as reasonably practicable following completion.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement
Alterations. (a) Upon commencement of this Lease, Tenant shall not have the right to make or perform any the alterations, additions additions, improvements, installations and other changes in or improvements to the Premises which are described on Exhibit "C" hereto (collectivelythe "Initial Tenant Improvements") without the consent of the Landlord, “Alterations”subject to clauses (1) through (6) in subparagraph 9(b), below. Except as permitted by subparagraphs 9(b) and 9(c), below, Tenant shall make no other alterations, additions, improvements, installations or other changes in or to the Premises without first obtaining the prior written consent of Landlord in each and every instance, which consent shall will not be unreasonably withheld.
(b) Tenant, conditionedfrom time to time during the term of this Lease, in accordance with subparagraph 9(c), below, may make such alterations, additions, substitutions and improvements to the Premises as Tenant may deem necessary or delayed; desirable to adapt the Premises or any part thereof for its purposes, provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): that:
(1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is work shall not visible from affect the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas appearance or structure of the Building; ;
(2) the strength of the Building and the mechanical, electrical and plumbing services thereof are not adversely affected and the outside appearance of the Building is not changed;
(3) upon completion of the work Landlord is furnished with "as built" drawings;
(4) costs less than $50,000.00 in such alterations, additions, substitutions and improvements conform with the aggregate. Tenant shall give Landlord not less than five requirements of all insurance policies of the parties hereto, and with all applicable laws, statutes, ordinances, regulations and rules of all governmental authorities;
(5) Business Days’ notice prior the work be performed so as not to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along interfere with such plans or impair the use and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all enjoyment of the terms Land and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Building by Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.tenants; and
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f6) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to placed any lien on the Premises, the Land or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and Tenant shall pay to indemnify, defend and hold Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handlingharmless from liens, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, claims and (c) such work shall be done only during hours designated by Landlord.
(i) The approval liabilities of Plans, or consent by Landlord to the making every kind which may arise out of any Alterationsadditions, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plansalterations, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If improvements and to the extent arising out of or resulting from any Alterations installations made by or on behalf at the instance of Tenant, Landlord is required by an order or directive of a governmental authority to make Tenant and from any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvementsas a result thereof.
(jc) In connection with the performance of Prior to undertaking any Alterationsalteration, Tenant (addition, substitution or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (improvement to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”under Subparagraph 9(b). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, above, Tenant shall cause notify Landlord in writing of the proposed alteration, addition, substitution or improvement and provide copies of the proposed plans related thereto. For purposes hereof, all such proposed alterations, additions, substitutions or improvements shall be referred to herein as "Proposed Tenant Improvements." In the event that within fifteen (15) days following receipt of its contractors such notice Landlord shall notify Tenant in writing that Landlord has determined in good faith that the Proposed Tenant Improvements would not be in accordance with clauses (1), (2), (4) or (5), of subparagraph 9(b), above, then Tenant shall refrain from making the Proposed Tenant Improvements and subcontractors toLandlord and Tenant shall negotiate in good faith toward a modification of the proposed Tenant Improvements. In the event that the parties cannot resolve such dispute within thirty (30) days, at the dispute shall be submitted to alternative dispute resolution in accordance with paragraph 46, below. In the event that the parties are able to resolve such a minimumdispute or the dispute is finally determined in accordance with the alternative dispute resolution outlining paragraph 46 hereof, satisfy then Tenant shall make the following requirements: (a) satisfy the then-applicable standards alterations, additions, substitutions and requirements outlined improvements as agreed to by the Sheet Metal parties or determined pursuant to such alternative dispute resolution in accordance with the plans as agreed to by the parties or determined pursuant to alternative dispute resolution. For purposes of this Lease, any improvements made by Tenant which comply with the provisions of this Subparagraph 9(c) shall be referred to as "Permitted Tenant Improvements." In addition, within fifteen (15) days following receipt of Tenant's notice of the Proposed Tenant Improvements, Landlord shall have the right to notify Tenant whether any of such proposed Tenant Improvements will need to be removed by Tenant upon termination of this Lease. For purposes hereof, any of such Proposed Tenant Improvements which become Permitted Tenant Improvements and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Constructionas to which Landlord has specified that such improvements will need to be removed upon termination of this Lease, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in shall be referred to herein as the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and "Removable Improvements."
(d) protect stored on-site Except for the Initial Tenant Improvements and installed absorptive materials from moisture damage.
(k) In connection any Removable Improvements, all alterations, additions, substitutions and improvements shall become a part of the Premises and shall remain upon and be surrendered with the performance Premises at the end of the term of this Lease; provided that Tenant shall have the right, but not the obligation, to remove any Alterationsof the Initial Improvements or the Permitted Tenant Improvements (other than the Removable Improvements) and shall have the obligation to remove any other alterations, additions, substitutions or improvements made by Tenant (or Tenant’s contractorincluding the Removable Improvements) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, provided further that Tenant or shall repair any damage occasioned by such removal, and in default thereof Landlord may effect said repairs at Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume's expense.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Hk Systems Inc)
Alterations. (a) Except as otherwise provided in this Section, Tenant shall not make or perform any no alterations, additions additions, fixtures or improvements (collectively, “"Alterations”") in or to the Premises or the Building without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not may be unreasonably withheld, conditioned, granted or delayed; provided, howeverwithheld in Landlord's reasonable discretion. However, Landlord’s 's consent shall not be required for to any Alteration that satisfies all Alterations which cost less than One Dollar ($1.00) per square foot of the following criteria improved portions of the Premises (a “Cosmetic Alteration”): excluding warehouse square footage) and do not (1i) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from affect the exterior of the Premises Building or Building; outside areas (3or be visible from adjoining sites), or (ii) will not adversely affect or penetrate any of the Building Systems, Common Areas or structure structural portions of the Building; and (4) costs less than $50,000.00 in , including but not limited to the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed byroof, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish require any change to the basic floor plan of the Premises or any change to any structural or mechanical systems of the Premises, or (iv) fail to comply with any applicable governmental requirements or require any governmental permit as a prerequisite to the construction thereof, or (v) result in the Premises requiring building services beyond the level normally provided to other tenants, or (vi) interfere in any manner with the proper functioning of, or Landlord's access to, any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the Building, or (vii) diminish the value of the Premises including, without limitation, using lesser quality materials than those existing in the Premises, or (viii) alter or replace Standard Improvements. Landlord may impose any condition to its consent, including but not limited to a requirement that the installation and/or removal of all Alterations be covered by a lien and completion bond satisfactory to Landlord duplicate original policies or certificates in its sole and absolute discretion and requirements as to the manner and time of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with performance of such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insuredswork. Landlord shall respond in all events, whether or not Landlord's consent is required, have the right to any request by Tenant for Landlord’s approval approve the contractor performing the installation and removal of any proposed Alterations within ten (10) days of receipt of such request.
(b) and Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by not permit any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, contractor not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, Landlord (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned withheld or delayed, ) to perform any work on the Premises or on the Building. Tenant shall obtain all required permits for the installation and (d) removal of Alterations and shall perform the installation and removal of Alterations in compliance with all Lawsapplicable laws, regulations and ordinances, including without limitation the Americans with Disabilities Act, all covenants, conditions and restrictions affecting the Site, and the Rules and Regulations as described in Article XVII. Under no circumstances shall Tenant make any Alterations which incorporate any Hazardous Materials, including without limitation asbestos-containing construction materials into the Premises, the terms of this Lease and all construction rulesBuilding or the Common Area. If any governmental entity requires, procedures and regulations adopted from time-to-time as a condition to any proposed Alterations by Landlord. All materials and equipment shall Tenant, that improvements be of first quality and at least equal made to the then-applicable standards for Common Areas, and if Landlord consents to such improvements to the Building adopted from time-to-time by Common Areas (which consent may be withheld in the sole and absolute discretion of Landlord), then Tenant shall, at Tenant's sole expense, make such required improvements to the Common Areas in such manner, utilizing such materials, and with such contractors, architects and engineers as Landlord may require in its reasonable sole and absolute discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject . Any request for Landlord's consent to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all proposed Alterations shall be subject made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to Landlord. Unless Landlord otherwise agrees in writing, all Alterations made or affixed to the supervision Premises, the Building or to the Common Area (excluding trade fixtures, equipment and oversight furniture), including without limitation all Tenant Improvements constructed pursuant to the Work Letter (except as otherwise provided in the Work Letter), shall become the property of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance surrendered with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or at the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation end of the Building and/or Term; except that Landlord may, by notice to Tenant given at the Building by time of Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict 's consent to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) require Tenant to remove by the provision Expiration Date, or sooner termination date of Building personnel during the performance of this Lease, all or any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s Alterations installed either by Tenant or by Landlord at Tenant's request, including without limitation all Tenant shall deliver Improvements constructed pursuant to Landlord reasonable supporting documentation evidencing the hard Work Letter (except as otherwise provided in the Work Letter), and soft costs incurred by Tenant in designing to repair any damage to the Premises, the Building or the Common Area arising from that removal and constructing any restore the Premises to their condition prior to making such Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease (Endwave Corp)
Alterations. (a) After initial completion of any work to be done by Tenant as provided in Article VI, Tenant shall not make alter or perform any alterations, additions or improvements (collectively, “Alterations”) in or add to the Premises without first obtaining the prior Premises, except in accordance with written consent of Landlord in each instancefrom Landlord, which consent shall Landlord agrees not be unreasonably withheld, conditioned, to withhold or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria delay as to alterations or additions which (a “Cosmetic Alteration”): (1i) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is are not visible from the exterior of the Premises and (ii) do not materially affect the structure or any mechanical, electrical or plumbing systems of the Building; (3) will . Notwithstanding the foregoing, Landlord's prior written consent shall not be required with respect to any non-structural, interior alterations to the Premises which do not adversely affect the Building Systemsmechanical, Common Areas electrical or structure plumbing systems of the Building; Building and (4) costs have a cost, in each instance, of less than $50,000.00 in the aggregate. 100,000, but Tenant shall give notify Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when requiredit makes any such alterations which are permitted without Landlord's prior consent. Tenant's work as described in Article VI and all other alterations, promptly obtain certificates of inspection or approval of such Alterations as changes, additions and to the extent required work ("Alterations") made by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In additionbe made in accordance with all applicable laws, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and first-class workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by reasonable requirements of Landlord's insurers and Tenant's insurers. Without limitation, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) said Tenant's work as described in compliance with all Laws, the terms of this Lease Article VI and all construction rules, procedures and regulations adopted from time-to-time other Alterations made by Landlord. All materials and equipment Tenant shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Lawsthe provisions of this Article IV and of Article VI. If Tenant fails to do so, Landlord may bond, insure over Any contractor or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, other person undertaking any contractor, mechanic or laborer, or permit any materials to be delivered to or used in Alterations of the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet be covered by Commercial General Liability and Workmen's Compensation insurance with coverage limits reasonably acceptable to Landlord and evidence thereof shall be furnished to Landlord prior to the performance by such contractor or exceed person of any work in respect of the requirements set forth Premises. Except for generators and HVAC supplemental equipment which Tenant has installed at its sole cost and expense on the roof of the Building to exclusively serve the Premises (such installation hereby is approved but shall be made in accordance with plans and specifications approved by Landlord such approval not to be unreasonably withheld or delayed, and in a manner so as not to void any roofing warranty and by contractors reasonably approved by Landlord, and at the Construction Indoor Air Quality Management Plan. During any constructionend of the Term of the Lease, Tenant shall cause remove all of its contractors such equipment from the roof and subcontractors toshall repair all damage caused by the installation or removal of the same), all work performed by Tenant in the Premises shall remain therein and, at termination, shall be surrendered as a minimumpart thereof, satisfy the following requirements: (a) satisfy the then-applicable standards except for Tenant's usual trade fixtures, furniture and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Constructionequipment, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media installed prior to occupancyor during the Lease Term at Tenant's cost, which trade fixtures, furniture and equipment Tenant shall remove upon the termination of this Lease. Tenant agrees to repair any and all damage to the Premises resulting from the installation thereof or such removal or, if Landlord so elects, to pay Landlord for the cost of any such repairs forthwith after actual completion thereof and billing therefor. Landlord has given Tenant notice that on or about February 8, 2002 is (i) the date when Landlord plans to finish its construction of the roof and to install the rubberized roofing; and (dii) protect stored on-site and installed absorptive materials from moisture damagethe date when Landlord plans to install the concrete filling on the roof.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Office Lease (Keane Inc)
Alterations. 11.1 For the purposes of this Article the term "Alterations" shall include, without limitation, decorations, installations, changes, restorations, replacements, additions, improvements and betterments. An alteration shall be deemed to be structural if it involves or affects (a) the exterior (or the exterior appearance) of the Building other than landscaping or the restriping of the parking areas located on the Demised Premises or the other areas of the Demised Premises outside the Building other than landscaping or the restriping of the parking areas located on the Demised Premises, or the roof or foundations of the Building, (b) the supporting members or structural elements of the Building, or (c) any of the Building systems in a material and adverse manner. After the completion of Tenant's Work, Tenant shall make no Alterations in or to the Demised Premises, whether structural or non-structural, without Landlord's prior written consent, except as follows:
(a) Tenant may make non-structural Alterations in each instance costing less than Fifty Thousand ($50,000) Dollars and decorative Alterations costing less than One Hundred Thousand ($100,000) Dollars without obtaining Landlord's consent.
(b) Landlord agrees that it shall not make unreasonably withhold or perform delay its consent to any alterations, additions or improvements other Alterations to the Demised Premises requested to be made by Tenant.
(collectively, “Alterations”c) No structural Alterations in or to the Demised Premises shall be made by Tenant without first obtaining the Landlord's prior written consent of Landlord in each instancecase, which consent shall not be unreasonably withheldwithheld or delayed.
(i) shall be done at Tenant's sole expense; (ii) may be made at all hours and days; (iii) shall in all events comply with all Laws and Ordinances and all orders, conditionedrules and regulations of Insurance Boards; (iv) shall be made in a good workmanlike manner using materials comparable in quality to the quality of the existing materials in the Demised Premises; and (v) shall, in the case of structural Alterations, non-structural Alterations costing in excess of Fifty Thousand ($50,000) Dollars and decorative Alterations costing in excess of One Hundred Thousand ($100,000) Dollars, be made only by contractors or mechanics approved by Landlord (which approval Landlord agrees not to unreasonably withhold or delay).
11.2 Prior to commencing any Alterations, Tenant shall furnish to Landlord, and obtain Landlord's prior written consent (unless said consent is not required pursuant to subparagraph (a) of Section 11.1) to:
(i) Plans and specifications (to be prepared by and at the expense of Tenant), in detail, of such proposed Alterations, and Landlord agrees that provided Tenant otherwise complies with the provisions of this Article 11, Landlord shall not unreasonably withhold or delay its consent to plans and specifications in connection with Alterations, provided that Tenant shall not be obligated to provide such plans and specifications for non-structural Alterations costing less than Fifty Thousand ($50,000) Dollars, or delayeddecorative Alterations costing less than One Hundred Thousand ($100,000) Dollars;
(ii) A certificate evidencing that Tenant (or Tenant's contractors) has (have) procured and paid for workmen's compensation and employer liability insurance covering all persons employed in connection with the work who might assert claims for death or bodily injury against Landlord, Tenant, the Land or the Building;
(iii) Such additional personal injury and property damage insurance (over and above the insurance required to be carried by Tenant pursuant to the provisions of Article 7) and builder's risk fire and other casualty insurance as Landlord may reasonably require in connection with the work to be done by Tenant; and
(iv) Such permits, authorizations or consents as may be required by any applicable Law or Ordinance, all of which shall be obtained at Tenant's expense; provided, however, that no plans, specifications or applications shall be filed by Tenant with any governmental authority without first obtaining Landlord’s 's consent shall (which Landlord agrees not be required for any Alteration that satisfies all to unreasonably withhold or delay to the extent provided elsewhere in this Article), except to the extent authorized under subparagraph (a) of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature Section 11.1. Landlord agrees to cooperate with Tenant's efforts to obtain such as paintingpermits, wallpapering, hanging pictures, authorizations and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewithconsents. Without limiting the generality of the foregoing, all such Cosmetic Alterations Landlord shall be subject to all execute and deliver and/or join in the execution and delivery of any building or alteration permit applicable requested by Tenant.
11.3 (Except for the property described in Section 11.5 which Tenant may remove at the end of the terms and conditions of this Section 7.3. Prior to making Term) in no event shall any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that material or equipment be incorporated in the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors Demised Premises in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be is subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, chattel mortgage, security interest, charge of any kind whatsoever, or charge recorded is subject to any conditional sale or filed other similar or dissimilar title retention agreement.
11.4 Upon the termination of this Lease, Tenant shall be required to remove all Alterations with respect to which (i) Tenant was required to obtain Landlord's consent pursuant to subparagraph (a) of Section 11.1 hereof, and (ii) Landlord notified Tenant, at the time of Landlord's consent to the installation of such Alteration, that Tenant would have to remove the same from the Demised Premises at the termination of this Lease.
11.5 Where furnished by or at the expense of Tenant (except where same is a replacement of an item theretofore furnished and paid for by Landlord or against which Tenant has received a credit), all movable property, furniture, furnishings, trade fixtures and equipment (including such trade fixtures and equipment which may be attached to the Building and/or due to the Property in connection with any work performed or claimed to have been performed by or on behalf nature of Tenant's business) shall remain the property of Tenant, and may be removed by Tenant on or materials or services furnished or claimed before the expiration of the Term, and, in case of damage by reason of the removal, Tenant shall restore the Demised Premises to have been furnished togood order and condition, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Lawsnormal wear and tear excepted. If Tenant fails shall fail to do soremove such property, Landlord may bondremove such property, insure over and dispose of it or otherwise discharge place it in storage. Any of such property not removed by Tenant shall, at the lien. In such event, Tenant shall reimburse election of Landlord, be deemed to be abandoned by Tenant, and Landlord may return or dispose of such property as Additional Rent, on demand, for all costs and expenses incurred by Landlord, includingLandlord shall elect, without limitation, bonding costs and reasonable attorneys’ feesany liability to Tenant.
(f) Tenant 11.6 Except as provided in Sections 11.4 and 11.5, all of Landlord's Work and all of Tenant's Work shall not employbecome the property of Landlord and shall remain upon, or permit and be surrendered with, said Demised Premises, as a part thereof, at the employment ofend of the Term. Except as provided in Sections 11.4 and 11.5, any contractorall Alterations upon the Demised Premises, mechanic or laborermade by either party subsequent to Landlord's Work and Tenant's Work, or permit any materials affixed to the realty shall become the property of Landlord and shall remain upon, and be delivered to or used surrendered with, said Demised Premises, as a part thereof, at the end of the Term. Except as provided in the Premises and/or the Building, ifSections 11.4 and 11.5, in Landlord’s sole judgment, such employment, delivery no event shall Tenant be required or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict permitted to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with remove (a) the original installations made by Landlord as part of Landlord’s review 's Work or Tenant as part of Plans (including review of requests for approval thereof) and/or supervision of performance of the AlterationTenant's Work, and or (b) Alterations, made by Tenant. Any Alteration which is not removed by Tenant from the provision of Building personnel during at the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) end of the total project cost in connection therewith. At Landlord’s request, Tenant Term shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred be deemed abandoned by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable LawsLandlord, and (c) such work shall be done only during hours designated by LandlordLandlord may remove the same from the Demised Premises.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease (Schein Pharmaceutical Inc)
Alterations. Except as set forth on attached Exhibit “B” attached hereto, Tenant shall not without first obtaining Landlord’s written approval, which shall not be unreasonably withheld, conditioned or delayed: (a) Tenant shall not make or perform cause to be made any alterations, additions additions, or improvements to the Leased Premises (collectively, “Alterations”); (b) in install or cause to be installed any fixtures, signs, floor coverings, interior or exterior lighting, plumbing fixtures, shades or awnings; or (c) make any other changes to the Leased Premises without first obtaining Landlord’s written approval, except for interior non-structural Alterations to the prior written Leased Premises, which shall not require Landlord’s consent, so long as the costs for such non-structural Alterations do not exceed FIFTY THOUSAND AND NO/100 DOLLARS ($50,000) per Alteration. The foregoing notwithstanding, if the proposed Alteration is, in Landlord’s reasonable judgment, (a) likely to affect the structure of the Building or the electrical, plumbing, life safety or HVAC systems, (b) does not comply with Applicable Laws, (c) affects the exterior of the Leased Premises, (d) violates any existing covenants, conditions or restrictions affecting the Property or violates Landlord’s loan documents, or (e) would unreasonably interfere with the normal business operations of other Tenants in the Building, if any, such consent may be withheld at the sole and absolute discretion of Landlord (provided that Landlord notifies Tenant in each instancewriting of such determination, which consent including Landlord’s explanation of the basis therefor, within thirty (30) days after receipt of Tenant’s proposal in accordance with this paragraph); except for the foregoing, Landlord’s approval shall not be unreasonably withheld, conditioned, conditioned or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit present to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect work at the time approval is sought. In the event Landlord consents to the making of any Alteration affecting any Building System, evidence that Alterations to the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed Leased Premises by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord the same shall respond to any request be made by Tenant for Landlordat Tenant’s approval of any proposed Alterations within ten (10) days of receipt of sole cost and expense. All such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations work shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting done only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors contractors or mechanics approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject work with respect to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject done in a good and workmanlike manner and diligently prosecuted to completion such that, except as absolutely necessary during the supervision course of such work, the Leased Premises shall at all times be a complete operating unit. Any such Alterations shall be performed and oversight of Landlord done strictly in accordance with all laws and L▇▇▇▇▇▇▇’s managing agent.
(d) ordinances relating thereto. In performing the work or any such alterations, additions, or changes, Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupiedhave the same performed in such a manner as not to obstruct access to any portion of the Building. Any Alterations to or of the Leased Premises, including, but not limited to, wallcovering, paneling, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupiedcabinet work, such as individual offices but excepting movable furniture and conference rooms.
(e) Tenant, at its expenseequipment, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of at once become a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant realty and shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection be surrendered with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageLeased Premises.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Skullcandy, Inc.)
Alterations. (a) Except as otherwise provided in this Section, Tenant shall not make or perform any no alterations, additions additions, fixtures or improvements (collectively, “Alterations”excluding the initial buildout of the Tenant Improvements described in Exhibit X) in or ("ALTERATIONS") to the Premises or the Building without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. In the event that any requested Alteration would result in a change from Landlord's building standard materials and specifications ("STANDARD IMPROVEMENTS"), Landlord may withhold consent to such Alteration in its sole and absolute discretion. In the event Landlord so consents to a change from the Standard Improvements (such change being referred to as a "NON-STANDARD IMPROVEMENT"), Tenant shall be responsible for the cost of replacing such Non-Standard Improvement with the applicable Standard Improvement ("REPLACEMENTS") which Replacements shall be completed prior to the Expiration Date or earlier termination of this Lease. Landlord shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s withhold its consent shall not be required for to any Alteration that satisfies all Alterations which cost less than ($1.00) per square foot of the following criteria improved portions of the Premises (a “Cosmetic Alteration”): excluding warehouse square footage) and do not (1i) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from affect the exterior of the Premises Building or Building; outside areas (3or be visible from adjoining sites), or (ii) will not adversely affect or penetrate any of the Building Systems, Common Areas or structure structural portions of the Building; and , including but not limited to the roof, or (4iii) costs less than $50,000.00 require any change to the basic floor plan of the Premise (including, without limitation, the adding of any additional "office" square footage) or any change to any structural or mechanical systems of the Premises, or (iv) fail to comply with any applicable governmental requirements or require any governmental permit as a prerequisite to the construction thereof, or (v) result in the aggregatePremises requiring building services beyond the level normally provided to other tenants, or (vi) interfere in any manner with the proper functioning of, or Landlord's access to, any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the Building, or (vii) diminish the value of the Premises including, without limitation, using lesser quality materials than those existing in the Premises, or (viii) alter or replace Standard Improvements. Landlord may impose any condition to its consent, including but not limited to a requirement that the installation and/or removal of all Alterations and Replacements be covered by a lien and completion bond satisfactory to Landlord in its sole and absolute discretion and requirements as to the manner and time of performance of such work. Landlord shall in all events, whether or not Landlord's consent is required, have the right to approve the contractor performing the installation and removal of Alterations and Replacements and Tenant shall not permit any contractor not approved by Landlord to perform any work on the Premises or on the Building. Tenant shall give obtain all required permits for the installation and removal of Alterations and Replacements and shall perform the installation and removal of Alterations and Replacements in compliance with all applicable laws, regulations and ordinances, including without limitation the Americans with Disabilities Act, all covenants, conditions and restrictions affecting the Site, and the Rules and Regulations as described in Article XVII. Tenant understands and agrees that Landlord not less than shall be entitled to a supervision fee in the amount of five percent (5%) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of the cost of such Cosmetic Alteration along Alterations either requiring a permit from the City of Sunnyvale or affecting any mechanical, electrical, plumbing or HVAC systems, facilities or equipment locted in or serving the Building. Under no circumstances shall Tenant make any Alterations or Replacements which incorporate any Hazardous Materials, including without limitation asbestos-containing construction materials into the Premises, the Building or the Common Area. If any governmental entity requires, as a condition to any proposed Alterations by Tenant, that improvements be made to the Common Areas, and if Landlord consents to such improvements to the Common Areas (which consent may be withheld in the sole and absolute discretion of Landlord), then Tenant shall, at Tenant's sole expense, make such required improvements to the Common Areas in such manner, utilizing such materials, and with such plans contractors, architects and specifications, if any, prepared engineers as Landlord may require in connection therewithits sole and absolute discretion. Without limiting the foregoing, all such Cosmetic Any request for Landlord's consent to any proposed Alterations shall be subject made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to all Landlord. Landlord may elect to cause its architect to review Tenant's architectural plans, and the reasonable cost of that review shall be reimbursed by Tenant. Should the work proposed by Tenant and consented to by Landlord modify the basic floor plan of the terms and conditions of this Section 7.3. Prior to making any AlterationsPremises, Tenantthen Tenant shall, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to furnish Landlord for its approval, detailed plans with as-built drawings and specifications (“Plans”) for such proposed Alteration, CAD disks compatible with Landlord's systems and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to standards. Unless Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors otherwise agrees in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coveragewriting, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection made or approval of such Alterations as and affixed to the extent required by any governmental authority. Not later than thirty Premises, the Building or to the Common Area (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting excluding moveable trade fixtures and Design System (or such other system or medium as Landlord may reasonably requirefurniture), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with including without limitation all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal Tenant Improvements constructed pursuant to the then-applicable standards for Work Letter (except as otherwise provided in the Building adopted from time-to-time by Landlord in its reasonable discretionWork Letter), and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to become the supervision and oversight property of Landlord and L▇▇▇▇▇▇▇’s managing agent.
shall be surrendered with the Premises at the end of the Term; except that Landlord may, by notice to Tenant given concurrently with approving the applicable Alterations, require Tenant to remove by the Expiration Date, or sooner termination date of this Lease, all or any of the Alterations installed either by Tenant or by Landlord at Tenant's request, including without limitation all Tenant Improvements constructed pursuant to the Work Letter (d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupiedexcept as otherwise provided in the Work Letter), and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupiedto repair any damage to the Premises, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs Common Area arising from that removal and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in restore the Premises and/or the Building, if, in Landlord’s sole judgment, to their condition prior to making such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Endwave Corp)
Alterations. (a) Tenant shall not make or perform any alterations, additions or improvements (collectively, “Alterations”) in or Subject to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions provisions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System▇▇ ▇▇, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors ▇ shall not make any alterations, additions or improvements to the Premises or any portion thereof (“Alterations”) without, in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverageeach instance, all in such formthe prior written consent of Lessor. Notwithstanding the foregoing, with such companiesLessee shall have the right, for such periods and in such amounts as Landlord may reasonably requireupon notice to, naming Landlordbut without the consent of Lessor, L▇▇▇▇▇▇▇’s managing agentto make any Alterations where same are non-structural, do not require openings on the roofs or exterior walls of the Buildings, do not affect any Building system, and the cost of same does not exceed $250,000.00 in the aggregate in any Mortgagee as additional insuredstwelve (12) month period. Landlord shall respond to any request Any Alterations by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations Lessee hereunder shall be performed (a) done in a good and workmanlike manner in compliance with any applicable governmental laws, statutes, ordinances and free from defectsregulations. Before commencing any Alterations requiring Lessor’s consent: (i) plans and specifications therefore, (b) excepting only with regard prepared by a licensed architect, shall be submitted to Cosmetic Alterations, substantially in accordance with the Plans and approved by Landlord, Lessor (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which such approval shall not be unreasonably withheld, conditioned withheld or delayed); (ii) Lessee shall furnish to Lessor an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (iii) all contracts for any proposed work shall be submitted to and approved by Lessor; (iv) Lessee shall furnish Lessor with a satisfactory certificate or certificates from an insurance company acceptable to Lessor reflecting insurance coverage reasonably acceptable to Lessor; and (dv) Lessee shall either furnish to Lessor a bond in compliance form and substance satisfactory to Lessor, or such other security reasonably satisfactory to Lessor to insure payment for the completion of all work free and clear of liens. Upon completion of any Alterations, Lessee shall furnish Lessor with copies of all Laws, plans received by Lessee in connection with the Alterations. The terms of this Paragraph 17 shall not be applicable to work performed by Lessee for purposes of maintaining the Buildings or other improvements. (All Alterations which are expressly authorized pursuant to the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment Paragraph 17 or for which Lessor has issued its written consent shall be referred to herein as “Approved Alterations”.) At Lessor’s option, at the termination of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretionthis Lease, and no such materials or equipment (other than Tenant’s Propertyi) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall become the property of Lessor and shall remain upon and be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed surrendered with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or as a part thereof at the Building, if, in Landlord’s sole judgment, such employment, delivery termination of this Lease; or use will interfere (ii) any or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation all of the Building and/or the Building by LandlordAlterations, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Approved Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not must be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plansremoved by Lessee, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of must be restored to its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageoriginal condition.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Building and Ground Lease (Phoenix Container, Inc.)
Alterations. (a) Tenant shall obtain Landlord’s prior written consent (not make to be unreasonably withheld or perform delayed) to any alterations, additions or improvements alterations (collectively, “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instancePremises, which Alterations would require Landlord to obtain Mortgagee’s consent shall not be unreasonably withheld, conditioned, or delayed; provided, howeverunder the Loan Documents. Notwithstanding the foregoing, Landlord’s consent shall not be required for in connection with any Alteration Alterations that satisfies all of will not have a material adverse effect on Landlord’s or Tenant’s financial condition, the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior value of the Premises or Building; the net operating income from the Premises, provided that such Alterations are made in connection with (3a) will tenant improvement work performed pursuant to the terms of this Lease or approved of in writing or deemed approved by Mortgagee and Landlord, (b) tenant improvement work performed pursuant to the terms and provisions of this Lease and not adversely affect affecting any structural component of any improvements, any utility or HVAC system contained in any improvements or the Building Systems, Common Areas exterior of any building constituting a part of any improvements or structure (c) Alterations performed in connection with the restoration of the Building; Premises after the occurrence of a casualty in accordance with the terms and (4) costs less than $50,000.00 provisions of the Loan Documents. If required by Landlord in order to satisfy its requirements under the aggregate. Loan Documents, Tenant shall give promptly deliver to Landlord (who will deliver the same to Mortgagee) as security for the payment of such amounts and as additional security for Tenant’s obligations hereunder and Landlord’s obligations under the Loan Documents any of the following: (A) cash, (B) direct non-callable obligations of the United States of America, (C) other securities having a rating acceptable to Mortgagee, (D) a completion bond or letter of credit issued by a financial institution having a rating by S&P of not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description A-1 if the term of such Cosmetic Alteration along with such plans and specificationsbond or letter of credit is no longer than one (1) month or, if anysuch term is in excess of one (1) month, prepared issued by a financial institution having a rating from S&P of at least “A-” or (E) a guaranty of the completion of the Alterations in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations form and substance reasonably satisfactory to Mortgagee from a person rated at least investment grade by S&P. Such security shall be subject in an amount (which amount shall be adjusted to all reflect the current unpaid amounts and released or terminated upon completion of the terms and conditions of this Section 7.3applicable Alteration) sufficient to satisfy Landlord’s obligations under the Loan Documents. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors All work done in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) with due diligence in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge Legal Requirements and insurance requirements under the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ feesLoan Documents.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (a) Notwithstanding any provision in this Lease to the contrary, except for Permitted Alterations, Tenant shall not make or perform cause to be made any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises Alterations without first obtaining the prior written consent and approval of Landlord in each instanceLandlord, which consent shall not and approval may be unreasonably withheld, conditioned, conditioned or delayeddelayed in Landlord’s sole and absolute discretion; provided, however, that:
9.3.1.1. Landlord’s consent shall not be required for any Alteration Permitted Alterations (such that, by way of example only, Landlord’s consent would be required for the installation of overhead ladder racks that satisfies all are attached to the ceiling, but Landlord’s consent would not be required for the installation of equipment which does not involve drilling into the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises floor or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregateceiling);
9.3.1.2. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting have the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenantright, at its expensesole cost and expense and subject to Landlord’s approval of the plans and specifications therefor and the contractors who shall perform such work, shall to: (a) install its own security system (“Tenant’s Security System”) within the Datacenter Space and (b) to integrate Tenant’s Security System and management systems into Landlord’s Building security system and Building management systems; provided, further that: (i) excepting only for Cosmetic AlterationsTenant shall furnish Landlord with a copy of all key codes, submit access cards and other entry means and ensure that Landlord shall have access to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building SystemDatacenter Space at all times, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than ensure that Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith Security System shall comply with all applicable Laws, and (ciii) such work in no event shall Landlord be done only during hours designated by Landlord.liable for the malfunctioning of Tenant’s Security System, except in the event of gross negligence or willful misconduct on the part of Landlord or the Landlord Parties, and Tenant shall indemnify, defend and hold the Landlord Parties harmless from and against all Claims arising or relating thereto; and
9.3.1.3. Tenant shall give Landlord not less than seven (i7) The approval business days’ prior written notice before commencing any Alterations (including, but not limited to, any Permitted Alterations) so as to permit Landlord to post appropriate notices of Plans, or consent non-responsibility. If reasonably required by Landlord within three (3) business days written notice prior to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of commencing any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any constructionalso secure, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of commencing any Alterations, Tenant (or at Tenant’s contractor) shall develop sole expense, a completion and implement a construction waste management plan that identifies materials lien indemnity bond satisfactory to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volumeLandlord for such work.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Wholesale Datacenter Lease (Box Inc)
Alterations. Except for (a) constructing and securing racks and similar items to walls and floors (collectively, the “Racking”), (b) installing necessary phone and data cabling infrastructure (collectively, the “Cabling”), and (c) cosmetic alteration projects that do not exceed $100,000 during each calendar year which satisfy the criteria in the next following sentence, Tenant shall not make or perform any no alterations, additions additions, fixtures or improvements (collectively, “Alterations”) in or to the Premises or the Building without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent may be granted or withheld in Landlord’s sole and absolute discretion. In the event that any requested Alteration would result in a change from Landlord’s building standard materials and specifications for the Project (“Standard Improvements”), Landlord may withhold consent to such Alteration in its sole and absolute discretion. In the event Landlord so consents to a change from the Standard Improvements (such change being referred to as a “Non-Standard Improvement”), Tenant shall be responsible for the cost of replacing such Non-Standard Improvement with the applicable Standard Improvement (“Replacements”) which Replacements shall be completed prior to the Expiration Date or earlier termination of this Lease. Landlord shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s withhold its consent shall not be required for to any Alteration that satisfies all Alterations which cost less than One Dollar ($1.00) per square foot of the following criteria improved portions of the Premises (a “Cosmetic Alteration”): excluding warehouse square footage) and do not (1i) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from affect the exterior of the Premises Building or Building; outside areas (3or be visible from adjoining sites), or (ii) will not adversely affect or penetrate any of the Building Systems, Common Areas or structure structural portions of the Building; and , including but not limited to the roof, or (4iii) costs less than $50,000.00 require any change to the basic floor plan of the Premises (including, without limitation, the adding of any additional “office” square footage) or any change to any structural or mechanical systems of the Premises, or (iv) fail to comply with any applicable governmental requirements or require any governmental permit as a prerequisite to the construction thereof, or (v) result in the aggregatePremises requiring building services beyond the level normally provided to other tenants, or (vi) interfere in any manner with the proper functioning of, or Landlord’s access to, any mechanical, electrical, plumbing, elevator or HVAC systems, facilities or equipment located in or serving the Building, or (vii) diminish the value of the Premises including, without limitation, using lesser quality materials than those existing in the Premises, or (viii) alter or replace Standard Improvements. Landlord may impose any condition to its consent, including but not limited to a requirement that the installation and/or removal of all Alterations and Replacements be covered by a lien and completion bond satisfactory to Landlord in its sole and absolute discretion and requirements as to the manner and time of performance of such work. Landlord shall in all events, whether or not Landlord’s consent is required, have the right to approve prior to the commencement of any work the contractor performing the installation and removal of Alterations and Replacements and Tenant shall not permit any contractor not approved by Landlord to perform any work on the Premises or on the Building. Tenant shall give obtain all required permits for the installation and removal of Alterations and Replacements and shall perform the installation and removal of Alterations and Replacements in compliance with all applicable laws, regulations and ordinances, including without limitation the Americans with Disabilities Act, all covenants, conditions and restrictions affecting the Project, and the Rules and Regulations as described in Article XVII. Tenant understands and agrees that Landlord not less than five shall be entitled to a supervision fee in the amount of three percent (53%) Business Days’ notice prior of the cost of the Alterations. Under no circumstances shall Tenant make any Alterations or Replacements which incorporate any Hazardous Materials, including without limitation asbestos-containing construction materials into the Premises, the Building or the Common Area. In no event shall Tenant prosecute any Alterations that would reasonably result in picketing or labor demonstrations in or about the Building or Project. If any governmental entity requires, as a condition to performing any Cosmetic Alterationproposed Alterations by Tenant, that improvements be made to the Common Areas, and if Landlord consents to such improvements to the Common Areas (which notice shall contain a description consent may be withheld in the sole and absolute discretion of Landlord), then Tenant shall, at Tenant’s sole expense, make such Cosmetic Alteration along required improvements to the Common Areas in such manner, utilizing such materials, and with such plans contractors, architects and specificationsengineers as Landlord may require in its sole and absolute discretion. Landlord shall have the right, if anybut not the obligation, prepared to elect to make any such improvements to be made to the Common Areas at Tenant’s expense, in connection therewithwhich case Tenant shall reimburse Landlord upon demand for all costs incurred in making such improvements. Without limiting the foregoing, all such Cosmetic Any request for Landlord’s consent to any proposed Alterations shall be subject made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to all Landlord. Landlord may elect to cause its architect to review Tenant’s architectural plans, and the reasonable cost of that review shall be reimbursed by Tenant. Should the work proposed by Tenant and consented to by Landlord modify the basic floor plan of the terms and conditions of this Section 7.3. Prior to making any AlterationsPremises, Tenantthen Tenant shall, at its expense, furnish Landlord with as-built drawings and CAD disks compatible with Landlord’s systems and standards. Unless Landlord otherwise agrees in writing, all Alterations made or affixed to the Premises, the Building or to the Common Areas, but excluding moveable trade fixtures and furniture, shall become the property of Landlord and shall be surrendered with the Premises at the end of the Term; except that (iA) excepting only for Cosmetic Alterations, submit Tenant shall remove all Racking and Cabling and shall repair all resulting damage to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed byPremises by the Expiration Date, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for sooner termination of the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to LandlordLease, and (iiiB) furnish Landlord may, by notice to Tenant given at the time that Landlord duplicate original policies grants its initial consent to any other Alterations, require Tenant to remove by the Expiration Date, or certificates sooner termination date of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coveragethis Lease, all in or any of such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request other Alterations installed either by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than at Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractorsand to repair any damage to the Premises, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, Common Areas arising from that removal and (b) restore the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, Premises to operate elevators or otherwise their condition prior to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any making such Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease (Masimo Corp)
Alterations. (ai) Tenant shall not make no decoration, alteration, addition or perform any alterations, additions or improvements improvement in the Premises (collectively, “Alterations”) in or to the Premises ), without first obtaining the prior written consent of Landlord, and, if Tenant obtains Landlord’s consent thereto, such Alterations may only be made by contractors or mechanics, in such manner and time and with such materials, as approved by Landlord. Anything hereinabove to the contrary notwithstanding, Landlord will not unreasonably withhold or delay approval of written requests of Tenant to make Alterations that (1) do not affect the Building’s exterior (including the appearance), (2) do not adversely affect any Building Systems, (3) are non-structural, (4) do not affect any service required to be furnished by Landlord to Tenant or to any other tenant or occupant of the Building and (5) do not reduce the value or utility of the Building (herein referred to as “Non-Material Alterations”) in each instancethe Premises. For purposes hereof, which consent the term “Building Systems” shall mean the service systems of the Building, including, without limitation, the mechanical, gas, steam, electrical, sanitary, HVAC (including condenser water risers and pumps, any perimeter induction units in the Premises, the control dampers, fire and smoke dampers and smoke detectors in the main supply and return air ducts leaving the shaft), elevator, plumbing, and life-safety systems (including the generator therefor), and the Building generator (if any) of the Building (it being understood that the Building Systems shall not be unreasonably withheld, conditioned, include any systems installed by or delayed; provided, howeveron behalf of Tenant or any subtenant of Tenant). Anything hereinabove to the contrary notwithstanding, Landlord’s consent shall not be required with respect to Non-Material Alterations which (w) do not require a building permit or a change in the certificate of occupancy for the Building, (x) do not cost in excess of (I) $250,000.00 (Subject to CPI Increases) or (II) from and after the Expansion Space Inclusion Date, $400,000.00 (Subject to CPI Increases), in either such case, either individually or in the aggregate with other Alterations that are reasonably related thereto, (y) do not affect any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas and (z) are solely of a decorative nature or structure are solely comprised of the Building; installation of workstation partitions and related data/telecom changes (4) costs less than $50,000.00 in herein referred to as “Non-Consent Alterations”). "Subject to CPI Increases" means that the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations specified amount shall be subject to all adjusted as of each anniversary of the terms and conditions Commencement Date by multiplying the applicable amount by the greater of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (ia) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by1.0, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant a fraction, the numerator of which shall obtain all building permits be the CPI as most recently published prior to the date of such adjustment and other approvals required by applicable Laws the denominator of which shall be the CPI for all Alterationsthe month in which the Commencement Date occurs. In additionThe term "CPI" shall mean Consumer Price Index for All Urban Consumers, Tenant shallNew York-Northern New Jersey-Long Island, NY-NJ-CT-PA, 1982-84=100, or any 6 successor to such index, appropriately adjusted, or if no such index or successor index shall be published, such similar index, appropriately adjusted, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (UiPath, Inc.)
Alterations. 9.1 The original improvement of the Premises shall be accomplished by Landlord in accordance with Exhibit B. Landlord is under no obligation to make any alterations, decorations, additions, improvements or other changes in or to the Premises or to the Building (acollectively "Alterations") except as set forth in Exhibit B or otherwise expressly provided in this Lease. As used in this Lease, Alterations shall not include the hanging of pictures or other minor improvements to the Premises such as repainting or recarpeting, provided that such improvements are consistent with a comparable office and warehouse space.
9.2 Tenant shall not make or perform permit anyone to make any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises Alteration without first obtaining the Landlord's prior written consent of Landlord in each instanceconsent, which consent shall not unreasonably be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any . Any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. made by Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to the preceding sentence and shall be made: (a) in a good, workmanlike, first-class and prompt manner; (b) using new materials only; (c) by a contractor and in accordance with plans and specifications and procedures approved in writing by Landlord; (d) in accordance with all Laws and the requirements of any insurance company insuring the terms Building and conditions any Mortgagee; (e) after obtaining Landlord's written approval of this Section 7.3. Prior a workmen's compensation insurance and any other insurance policy required by Landlord; and (f) after delivering to making any Alterations, Tenant, at its expense, shall Landlord (i) excepting only for Cosmetic Alterations, submit an architect's certificate that such Alteration will conform to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building Systemall applicable Laws, (ii) obtain a copy of all building necessary permits and other required permits, approvals and certificates required by any obtained from governmental authorities for the proposed Alteration, and furnish copies thereof to Landlordhaving jurisdiction, and (iii) furnish to Landlord duplicate original policies or certificates written, unconditional waivers of worker’s compensation insurance (covering mechanics' and materialmen's liens against the Premises and the Building from all persons to be employed by Tenantproposed contractors, subcontractors, laborers and T▇▇▇▇▇’s contractors material suppliers for all work and subcontractors materials in connection with such Alteration. If any lien (or a petition to establish a lien) and commercial general liability is filed in connection with any Alteration, then such lien (including property damage coverageor petition) insurance and Builder’s Risk coverage, all in shall be discharged (or proceedings shall have been filed for the purpose of discharging any such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request lien) by Tenant for Landlord’s approval of any proposed Alterations at Tenant's expense within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required thereafter by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies payment thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Lawsacceptable to Landlord. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or 's consent by Landlord to the making of any Alterations, Alteration shall be deemed not to constitute Landlord’s representation 's consent to subject its interest in the Premises or the Building to liens which may be filed in connection therewith. Tenant shall hire Landlord (or its designee) to perform any Alteration, provided that such Plans or Alterations comply with any Laws. Landlord shall not be liable the charge to Tenant or any other party in connection therefor is reasonable. Tenant shall furnish Landlord with L▇▇▇▇▇▇▇’s approval an updated set of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from "as-built" drawings reflecting any Alterations made by Tenant.
9.3 If any Alteration is made without Landlord's prior written consent, then Landlord shall have the right at Tenant's expense to remove and correct such Alteration and restore the Premises and the Building to their condition immediately prior thereto or on behalf to require Tenant to do the same. All Alterations made by either party shall immediately become Landlord's property and shall remain upon and be surrendered with the Premises at the expiration or earlier termination of Tenant, Landlord is the Lease Term except that Tenant shall be required by an order or directive of a governmental authority to make remove all Alterations (including any alterations or initial improvements to any part the Premises designated to be removed on the initial plans) which Landlord designates in writing (at the time such Alterations are approved) for removal. Notwithstanding the foregoing sentence, if Tenant is not in default under this Lease, then Tenant shall have the right to remove, prior to the expiration or earlier termination of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional RentLease Term, all costs Movable Furnishings installed in the Premises solely at Tenant's expense. "Movable Furnishings" shall be deemed to exclude any item which would normally be removed from the Premises with the assistance of any tool or machinery other than a dolly. If any such Furnishings are not removed by Tenant prior to the expiration or earlier termination of the Lease Term, then the same shall become Landlord's property and expenses incurred shall be surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right to remove from the Premises at Tenant's expense such Furnishings and any Alteration, designated for removal by Landlord in connection with such alterations or improvements.
(j) In connection with writing, which Tenant fails to remove. Landlord shall have the performance of any Alterations, Tenant (or right to repair at Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases ('s expense all damage to the extent applicable) of Premises or the Building and caused by Tenant's removal of Furnishings or Alterations designated by Landlord in writing for removal or to require Tenant to do the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damagesame.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (a) Notwithstanding any provision in this Lease to the contrary, except for Permitted Alterations, Tenant shall not make or perform cause to be made any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises Alterations without first obtaining the prior written consent and approval of Landlord in each instanceLandlord, which consent shall not and approval may be unreasonably withheld, conditioned, conditioned or delayeddelayed in Landlord’s sole and absolute discretion; provided, however, that:
9.3.2.1 Landlord’s consent shall not be required for any Alteration Permitted Alterations (such that, by way of example only, Landlord’s consent would be required for the installation of overhead ladder racks that satisfies all are attached to the ceiling, but Landlord’s consent would not be required for the installation of equipment which does not involve drilling into the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises floor or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. ceiling);
9.3.2.2 Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting have the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenantright, at its expensesole cost and expense and subject to Landlord’s approval of the plans and specifications therefor and the contractors who shall perform such work, shall to: (a) install its own security system (“Tenant’s Security System”) within the Datacenter Space and (b) to integrate Tenant’s Security System and management systems into Landlord’s Building security system and Building management systems; provided, further that: (i) excepting only for Cosmetic AlterationsTenant shall furnish Landlord with a copy of all key codes, submit access cards and other entry means and ensure that Landlord shall have access to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building SystemDatacenter Space at all times, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than ensure that Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith Security System shall comply with all applicable Laws, and (ciii) such work in no event shall Landlord be done only during hours designated by Landlord.liable for the malfunctioning of Tenant’s Security System, except in the event of gross negligence or willful misconduct on the part of Landlord or the Landlord Parties, and Tenant shall indemnify, defend and hold the Landlord Parties harmless from and against all Claims arising or relating thereto; and
9.3.2.3 Tenant shall give Landlord not less than seven (i7) The approval business days’ prior written notice before commencing any Alterations (including, but not limited to, any Permitted Alterations) so as to permit Landlord to post appropriate notices of Plans, or consent non-responsibility. If reasonably required by Landlord within three (3) business days written notice prior to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of commencing any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any constructionalso secure, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of commencing any Alterations, Tenant (or at Tenant’s contractor) shall develop sole expense, a completion and implement a construction waste management plan that identifies materials lien indemnity bond satisfactory to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volumeLandlord for such work.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Wholesale Datacenter Lease (Box Inc)
Alterations. (a) 6.1 Except for those, if any, specifically provided for in Exhibit B to this Lease, Tenant shall not make or perform suffer to be made any alterations, additions additions, or improvements (collectivelyimprovements, “Alterations”) in including, but not limited to, the attachment or any fixtures of equipment in, on, or to the Premises or any part thereof or the making of any improvements as required by Article 7, without first obtaining the prior written consent of Landlord in each instanceLandlord. When applying for such consent, which Tenant shall, if requested by Landlord, furnish complete plans and specifications for such alterations, additions and improvements. Landlord’s consent shall not be unreasonably withheld, conditionedconditioned or delayed with respect to alterations which (i) are not structural in nature, (ii) are not visible from the exterior of the Building, and (iii) do not affect or require modification of the Building’s electrical, mechanical, plumbing, HVAC or other systems. In addition, Tenant shall have the right to perform, with prior written notice to but without Landlord’s consent, any alteration, addition, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration improvement that satisfies all of the following criteria (a “Cosmetic Alteration”): ); (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, pictures and installing carpeting; (2) is not visible from the exterior of the Premises or of Building; (3) will not adversely affect the Building Systems, Common Areas systems or structure of the Building; and (4) costs less than $50,000.00 100,000.00 in the aggregate. Tenant shall give Landlord not less than five aggregate during any twelve (12) month period of the Term of this Lease, and (5) Business Days’ notice prior does not require work to performing any Cosmetic Alterationbe performed inside the walls or above the ceiling of the Premises. However, which notice shall contain a description even though consent is not required, the performance of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions other provisions of this Section 7.3. Prior Article 6.
6.2 In the event Landlord consents to the making of any Alterationssuch alteration, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, addition or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed improvement by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord the same shall respond to any request be made by Tenant for using either Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection contractor or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may a contractor reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractorsin either event at Tenant’s sole cost and expense. If Tenant shall employ any contractor other than Landlord’s contractor and such other contractor or any subcontractor of such other contractor shall employ any non-union labor or supplier, subcontractors, engineers Tenant shall be responsible for and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease hold Landlord harmless from any and all delays, damages and extra costs suffered by Landlord as a result of any dispute with any labor unions concerning the wage, hours, terms or conditions of the employment of any such labor. In any event Landlord may charge Tenant a construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least management fee equal to three percent (3%) of the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no cost of such materials or equipment work (other than Tenant’s Propertyany Cosmetic Alteration that satisfies the criteria set forth in Section 6.1) shall be subject to any lien or other encumbrance. Upon requestcover its overhead as it relates to such proposed work, Landlord will provide Tenant with a list of preplus third-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed the proposed work and the design thereof, with all such amounts being due thirty (30) days after Landlord’s demand.
6.3 All alterations, additions or improvements proposed by or on behalf Tenant shall be constructed in accordance with all Regulations, and with Landlord’s Building construction standards (if any) from time to time to the extent applicable (which standards shall be made available to Tenant by Landlord’s Building manager upon request). Tenant shall use Building standard materials where applicable, and Tenant shall, prior to construction, provide the additional insurance required under Article 11 in such case, and also all such assurances to Landlord as Landlord shall reasonably require to assure payment of Tenantthe costs thereof, including costs incurred but not limited to, notices of non-responsibility, waivers of lien, surety company performance bonds (provided that no such bonds shall be required for any alterations, additions or improvements that are estimated to cost less than $100,000.00 in connection with (athe aggregate) and funded construction escrows and to protect Landlord and the Building and appurtenant land against any loss from any mechanic’s, materialmen’s or other liens. Tenant shall pay in addition to any sums due pursuant to Article 4, any increase in real estate taxes attributable to any such alteration, addition or improvement for so long, during the Term, as such increase is ascertainable, at Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of election said sums shall be paid in the Alterationsame way as sums due under Article 4. Landlord may, and (b) as a condition to its consent to any particular alterations or improvements require Tenant to deposit with Landlord the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, amount reasonably estimated by Landlord as sufficient to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if cover the cost of removing such alterations or improvements and restoring the Premises, to the extent required under Section 26.2.
6.4 Notwithstanding anything to the contrary contained herein, so long as Tenant’s written request for consent for a proposed alteration or improvements contains the following statement in large, bold and capped font “PURSUANT TO ARTICLE 6 OF THE LEASE, IF LANDLORD CONSENTS TO THE SUBJECT ALTERATION, LANDLORD SHALL NOTIFY TENANT IN WRITING WHETHER OR NOT LANDLORD WILL REQUIRE SUCH ALTERATION TO BE REMOVED AT THE EXPIRATION OR EARLIER TERMINATION OF THE LEASE.”, at the time Landlord gives its consent for any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00alterations or improvements, if it so does, Tenant shall pay also be notified whether or not Landlord will require that such alterations or improvements be removed upon the expiration or earlier termination of this Lease. Notwithstanding anything to Landlord the contrary contained in this Lease, at the expiration or Landlord’s managing agent, a construction supervision fee earlier termination of this Lease and otherwise in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s requestaccordance with Article 26 hereof, Tenant shall deliver be required to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter remove all alterations or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord improvements made to the making of Premises except for any Alterations, shall not constitute Landlord’s representation that such Plans alterations or Alterations comply with any Laws. improvements which Landlord expressly indicates or is deemed to have indicated shall not be liable required to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to be removed from the Premises by Tenant. If Tenant’s performing any Alterations. If written notice strictly complies with the foregoing and if Landlord fails to so notify Tenant whether Tenant shall be required to remove the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any subject alterations or improvements to any part at the expiration or earlier termination of this Lease, it shall be assumed that Landlord shall require the removal of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such subject alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease (Ellipse Technologies Inc)
Alterations. 5.14.1 Both the Landlord and the Tenant will take into consideration any impact on the Environmental Performance of the Premises and the Centre from any proposed works to or at the Premises[ or the Centre].
5.24.2 The Tenant agrees to allow the Landlord (if the Landlord so wishes and upon reasonable prior notice) to install, at the Landlord’s own cost, separate metering of utilities used in the Common Parts and the Premises[ and the Landlord agrees to allow the Tenant to install separate [sub-]metering of the utilities used in the Premises118].
1. Defined terms “Approved Underlease”
(a) Tenant shall [for a term of not make less than [NUMBER] years calculated from the date on which the underlease is completed;]
(b) lawfully excluded from the security of tenure provisions of the 1954 Act [if it creates an underletting of a Permitted Part];
(c) granted without any premium being received by the Tenant;
(d) reserving a market rent, taking into account the terms of the underletting;
(e) containing provisions for rent review at [five yearly] intervals and otherwise on the same terms as in Schedule 2;119
(f) containing provisions for change of use and alterations corresponding to those in this Lease;
(g) prohibiting the assignment of part only of the Underlet Premises;
(h) allowing assignment of the whole of the Underlet Premises with the prior consent of the Landlord on terms corresponding to those in this Lease;
(i) [containing a covenant by the Undertenant not to create any sub-underlease of the whole or perform any alterations, additions or improvements (collectively, “Alterations”) in or part of the Underlet Premises] OR [containing a covenant by the Undertenant not to create any sub-underlease of the whole of the Underlet Premises without first obtaining the prior written consent120 of the Landlord and the Tenant and a covenant by the Undertenant not to create any sub-underlease of any part of the Underlet Premises] OR [containing a covenant by the Undertenant not to create any sub-underlease of the whole or any part of the Underlet Premises without the prior written consent of the Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, and the Tenant];121
(j) [containing provisions requiring any Sub-Underlease to contain an absolute prohibition on the creation of further underleases of whole or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all part [except where the Sub-Underlease is of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior whole of the Premises when the Sub-Underlease may contain provisions permitting the creation of further underleases on the same terms as paragraph (j) but with the additional provision that no further underleases of whole or Building; part will be created out of those further underleases];]
(3k) will [containing covenants by the Sub-Undertenant not adversely affect to assign the Building Systems, Common Areas or structure whole of the Building; Sub-Underlet Premises without the prior written consent of the Landlord, the Tenant and the Undertenant and not to assign part of the Sub-Underlet Premises;] 120 Although the interpretation clause in this Lease states that references to a consent are to a prior written consent, the full form of wording has been included in this paragraph (4j) costs less than $50,000.00 and in paragraph (l) as the relevant interpretation clause may not be included in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such requestunderlease.
(bl) Tenant shall obtain all building permits containing provisions requiring the Undertenant to pay as additional rent the whole or, in the case of an Underlease of a Permitted Part, a due proportion, of the Insurance Rent, Service Charge and other approvals required sums, excluding the Main Rent, payable by applicable Laws for all Alterations. In addition, the Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.under this Lease;
(cm) All Alterations shall be performed (a) in a good and workmanlike manner and free if the Underlease is excluded from defectsthe security of tenure provisions of the 1954 Act, (b) excepting only with containing any other provisions that are reasonable having regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rulesthe nature of the proposed Underlease; and
(n) if the Underlease is not excluded from the security of tenure provisions of the 1954 Act, procedures and regulations adopted from time-to-time containing other provisions corresponding with those in this Lease; a person approved by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.who has entered into a direct deed with the Landlord agreeing to:
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and comply with the terms of the Approved Underlease; and
(b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so procure that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against proposed assignee of the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of Underlet Premises enters into a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used direct deed in the Premises and/or the Building, if, same terms as set out in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation this definition of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to Approved Undertenant; any part of the Building and/or Premises that the Building in order to comply with Landlord approves;] any sub-underlease created out of an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of Underlease; any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at tenant under a minimum, satisfy the following requirements: (a) satisfy the thenSub-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural CoatingsUnderlease;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement
Alterations. (a) Tenant may not make any Alterations to the Leased Premises without Landlord’s consent. Landlord shall not make or perform any alterations, additions or improvements unreasonably withhold its consent to Alterations unless they (collectively, “Alterations”i) in or to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not are visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building SystemLeased Premises, (ii) obtain all building permits and other required permitsaffect the structural strength of the Building, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and or (iii) furnish affect any part of the Building outside of the Leased Premises. With respect to Landlord duplicate original policies or certificates any Alterations that will exceed a cost of worker’s compensation insurance (covering all persons to be employed by Tenant$100,000.00, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond have the right, at its option, to any request by perform such work at Tenant’s expense At the time Tenant for requests Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvalsconsent, Tenant shall deliver copies thereof plans and specifications to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant Landlord shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, notify Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereofTenant’s plans and specifications if the alterations are approved and, whether Landlord elects to perform the Alterations along with a draft construction budget. Such discharge Any issues regarding the construction budget shall be affected by discharge whether by payment or filing of a bond handled in accordance with applicable Lawsthe procedures set forth in Section 3.2 (a) hereof. If Tenant fails shall notify Landlord within fifteen (15) business days whether Tenant wishes to do so, Landlord may bond, insure over or otherwise discharge proceed with the lienAlterations. In such eventthe event Landlord consents to the Alterations but elects not to perform the work, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
comply with the following: (fi) Tenant shall not employ, or permit the employment of, less than 10 days prior to commencing any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation final plans, specifications and necessary permits for the Alteration, together with certificates evidencing the hard that Tenant’s contractors and soft costs incurred by Tenant in designing subcontractors have adequate insurance coverage naming Landlord, and constructing any Alterations.
other associated or affiliated entity as their interests may appear as additional insureds, (hii) Tenant shall provide notice to Landlord obtain Landlord’s prior to moving written approval of any heavy machinery, heavy equipment, freight, bulky matter contractor or fixtures into or out of the Building and subcontractor which shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such worknot be unreasonably withheld, (biii) all work performed the Alteration shall be constructed with new materials, in connection therewith shall comply a good and workmanlike manner, and in compliance with all applicable LawsLegal Requirements and the plans and specifications delivered to, and approved by Landlord, and (civ) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by should Landlord have any reasonable basis to question Tenant’s ability to pay for the making of any Alterations, shall not constitute upon Landlord’s representation that request Tenant shall, prior to commencing any Alteration, provide Landlord reasonable security against liens arising out of such Plans or construction. If Landlord is not the contractor, Tenant shall provide Landlord with as-built plans, in CAD format. All Alterations comply with any Laws. shall become part of the realty immediately upon installation and, except for Alterations which Landlord shall not be liable requires Tenant to Tenant or any other party remove pursuant to this Lease, (which Landlord must identify in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇Landlord’s consent to Tenant’s performing any install the Alterations) shall be surrendered with the Leased Premises without payment by Landlord. If Landlord gives notice to Tenant to remove the Alterations, Tenant will remove the Alterations and will repair any resulting damage and will restore the Leased Premises to the extent condition existing prior to the Alteration. Tenant shall keep the Leased Premises and the Property free from any liens arising out of any labor, services, materials, supplies or resulting from any Alterations made equipment furnished or alleged to have been furnished to Tenant. Tenant shall take all steps permitted by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building law in order to comply with an applicable Lawavoid the imposition of any such lien. Should any such lien or notice of such lien be filed against the Leased Premises or the Property, Tenant shall paydischarge the same by bonding or otherwise within 15 days after Tenant has notice that the lien or claim is filed, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) regardless of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by validity of such lien or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageclaim.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (a) 9.1 Tenant shall accept the Premises in its “as is” condition as of the Lease Commencement Date; provided, however, Landlord shall paint the Premises in a building standard paint color and clean the existing laminate floors in the Premises prior to delivery of the Premises to Tenant. Except as expressly set forth in this Section 9.1, Landlord is under no obligation to make any Alterations in or to the Premises or the Building.
9.2 Tenant shall not make or perform permit anyone to make any alterations, additions or improvements (collectively, “Alterations”) Alterations in or to the Premises or the Building without first obtaining the prior written consent of Landlord Landlord, which consent may be withheld or granted in each instanceLandlord’s sole and absolute discretion with respect to Structural and System Alterations and any Alterations which are visible from the exterior of the Premises, and which consent shall not be unreasonably withheld, conditioned, conditioned or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies delayed with respect to all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregateother Alterations. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting Notwithstanding the foregoing, all such Tenant shall have the right to make Cosmetic Changes within the Premises without first obtaining the consent of Landlord. All Alterations made by Tenant shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed made: (a) in a good good, workerlike, first class and workmanlike manner and free from defects, prompt manner; (b) excepting only with regard to Cosmetic using new or comparable materials only; (c) by a contractor reasonably approved in writing by Landlord; (d) on days and at times reasonably approved in writing by Landlord; (e) if architectural and/or engineering plans are required for such Alterations, substantially under the supervision of an architect reasonably approved in writing by Landlord; (f) in accordance with plans and specifications reasonably acceptable to Landlord, approved in writing at Landlord’s standard charge; (g) in accordance with all Laws, this Lease, and Landlord’s then-current construction rules and regulations; (h) after Tenant and its contractors have complied with the insurance requirements set forth in this Lease, and any additional insurance to be obtained by Tenant’s contractors and subcontractors as reasonably required by Landlord; and (i) upon request, after Tenant has delivered to Landlord documentation reasonably satisfactory to Landlord evidencing Tenant’s financial ability to complete the Alterations in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms provisions of this Lease and all construction rules(including, procedures and regulations adopted from time-to-time by at Landlord’s reasonable request, a payment or performance bond). All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to If any lien (or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject petition to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(destablish such lien) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed Alteration made by or on behalf of Tenant, such lien (or materials or services furnished or claimed to have been furnished to, Tenant, petition) shall be discharged by Tenant within ten (10) days after T▇▇▇▇▇thereafter, at Tenant’s receipt of notice thereof. Such discharge shall be affected sole cost and expense, by discharge whether the payment thereof or by payment or the filing of a bond in accordance with applicable Lawsreasonably acceptable to Landlord. If Tenant fails Landlord gives its consent to do sothe making of any Alteration, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant consent shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials be deemed to be delivered an agreement or consent by Landlord to or used subject its interest in the Premises and/or or the Building to any liens which may be filed in connection therewith. Tenant acknowledges that any Alterations are accomplished for Tenant’s account and at Tenant’s sole cost and expense, Landlord having no obligation or responsibility in respect thereof. Landlord’s approval of any plans and drawings (and changes thereto) regarding any Alterations or any contractor or subcontractor performing such Alterations shall not constitute Landlord’s representation that such approved plans, drawings, changes or Alterations comply with Laws. Any deficiency in design or construction, although same had prior approval of Landlord, shall be solely the responsibility of Tenant. All Alterations involving structural, electrical, mechanical or plumbing work, the heating, ventilation and air conditioning system of the Premises or the Building, iffire and life safety systems, in the roof of the Building, or any areas outside of the Premises shall, at Landlord’s sole judgmentelection, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building be performed by Landlord, Tenant ’s designated contractor or otherssubcontractor at Tenant’s expense (provided the cost therefor is competitive). If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in In connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the any Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant Landlord shall pay to Landlord or Landlord’s managing agent, be paid a construction supervision fee in an amount equal to four five percent (45%) of the total project cost of such Alteration. Promptly after the completion of an Alteration for which architectural and/or engineering plans were required, or which includes Cabling, Tenant at its expense shall deliver to Landlord three (3) sets of accurate as built (or record) drawings and CAD drawings showing such Alteration in connection therewithplace. At In addition, on Landlord’s request, Tenant shall deliver certify the names of all contractors and subcontractors who did work on the Alterations and shall provide final lien waives from all such contractors and subcontractors and any other documentation customarily provided in the State in which the Building is located to extinguish liens. All contractors and subcontractors shall be required to procure and maintain insurance against such risks, in such amounts, and with such companies as Landlord reasonable supporting documentation evidencing may reasonably require. Certificates of such insurance, with evidence of the hard payment of premiums therefor, must be received by Landlord before any work is commenced. All contracts between Tenant and soft costs incurred a contractor must explicitly require the contractor to (a) name Landlord and the Landlord Insured Parties as additional insureds and (b) indemnify and hold harmless Landlord and the Landlord Insured Parties. Notwithstanding anything contained in this Lease to the contrary, the performance of any Alterations pursuant to the provisions of this Article IX or of any other provisions of this Lease or the Exhibits hereto shall not be done in a manner which would violate any union contracts affecting the Building, or by which Landlord is bound, or create any work stoppage, picketing, labor disruption, disharmony or dispute or any interference with the business of Landlord or any tenant or occupant of the Building. Tenant shall immediately stop the performance of any Alterations or other activity if Landlord notifies Tenant that continuing such Alteration or activity would violate any union contracts affecting the Building, or by which Landlord is bound, or create any work stoppage, picketing, labor disruption, disharmony or dispute or any interference with the business of Landlord or any tenant or occupant of the Building.
9.3 If any Alterations that require Landlord’s consent are made without the prior written consent of Landlord, then Landlord shall have the right, at Tenant’s expense, to remove such Alterations and restore the Premises and the Building to their condition prior to the commencement of the unauthorized Alterations. All Alterations to the Premises or the Building made by either party shall immediately become the property of Landlord and shall remain upon and be surrendered with the Premises as a part thereof at the expiration or earlier termination of the Lease Term; provided, however, that (a) subject to any applicable Landlord’s lien thereon, Tenant shall remove from the Premises, prior to the expiration or earlier termination of the Lease Term, (i) all personal property of Tenant, including without limitation movable furniture, furnishings and equipment installed in the Premises solely at the expense of Tenant (“Personal Property”), and (ii) all Cabling installed by or for Tenant anywhere in the Building, and (b) Tenant shall remove at its expense all Alterations and other items in the Premises or the Building which Landlord designates in writing for removal. Landlord shall make such designation promptly after receipt of a written request for such determination by Tenant given with Tenant’s request for Landlord’s approval of such Alteration. Notwithstanding the foregoing, Tenant shall not be required to remove: (x) Alterations (other than Cabling) consisting of standard buildout items that are typically installed by similar tenants in multi tenanted, multi-story, first class office buildings (such as partitions, but not interior staircases, for example), unless so indicated by Landlord at the time required above; and (y) any Alteration made by Tenant in designing initially finishing and constructing completing the Premises, except any AlterationsStructural and System Alterations or as otherwise indicated on Landlord’s approval of any of Tenant’s plans. If such removal causes damage or injury to the Premises or the Building, then Landlord shall have the right, at Tenant’s expense, to repair all damage and injury to the Premises or the Building caused by such removal as aforesaid. Tenant expressly agrees that if any of Tenant’s Personal Property is not removed by Tenant prior to the earlier of (i) the expiration (or earlier termination) of the Lease Term or (ii) the termination of Tenant’s right of possession of the Premises, the same shall, at Landlord’s option, be deemed abandoned or become the property of Landlord surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right at Tenant’s expense to remove from the Premises any or all such items or to require Tenant to do the same, except as otherwise provided in this Section. If Tenant fails to return the Premises to Landlord as required by this Section, then Tenant shall pay to Landlord, all costs (including a construction management fee) incurred by Landlord in effectuating such return.
9.4 Landlord and Tenant acknowledge and agree that the Premises shall be delivered by Landlord with certain fixtures, furniture, and equipment, as more particularly described in Exhibit B (the “FF&E”). Landlord has agreed to permit Tenant the use of such FF&E pursuant to this Section 9.4:
(a) Landlord has made no representations or warranties whatsoever as to the condition of the FF&E or Landlord’s title thereto (other than that Landlord has the power and authority to permit Tenant to use the FF&E as provided in this Section 9.4);
(b) Tenant has examined the FF&E and accepts same in its “as-is, where-is” condition in all respects;
(c) Throughout the Lease Term (including any renewals or extensions thereof), Tenant may use the FF&E for their intended purposes without charge;
(d) Tenant shall not sell, transfer or remove from the Premises, any portion of the FF&E;
(e) Base Rent and Additional Rent payable by Tenant pursuant to this Lease, does not include any charge whatsoever for Tenant’s use of the FF&E. Accordingly, if all or any portion of the FF&E is removed from the Premises or is otherwise no longer available for use by Tenant, there shall not be a reduction in or abatement of the Base Rent or the Additional Rent payable by Tenant hereunder;
(f) Throughout the Lease Term (as it may be extended or renewed), Tenant shall, at its sole cost and expense, (i) repair and maintain the FF&E in the same condition as originally received (except for ordinary wear and tear) and (ii) cause the FF&E to be insured in the same manner as required under this Lease for Tenant’s personal property (except that Landlord shall be named as an additional insured with respect thereto);
(g) Tenant shall neither replace any of the FF&E nor add any improvements to or otherwise modify the FF&E, without Landlord’s prior, written approval. Tenant shall make all approved replacements, improvements and/or modifications at its sole cost and expense; and
(h) Tenant shall provide notice Upon the expiration or sooner termination of this Lease or of Tenant’s right to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out possession of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable LawPremises, Tenant shall payreturn the FF&E, as Additional Rentand all replacements, all costs and expenses incurred by improvements and/or modifications thereto, if any, to Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, same order and condition as originally received by Tenant (or Tenant’s contractor) shall develop normal wear and implement an indoor air quality management plan for the construction tear and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”approved replacements, improvements and/or modifications excepted). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
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Alterations. (a) Tenant shall not make or perform any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, TenantLessee may, at its expense, shall make additions to and alterations of the Improvements, and construct-additional Improvements provided that (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for market value of the affected Building SystemPremises shall not be materially lessened thereby, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insuredswork. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) expeditiously completed in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Lawsapplicable Legal Requirements and the requirements of all insurance policies required to be maintained by Lessee here-under, and (iii) no exterior walls of the Improvements shall be demolished unless Lessor’s prior consent shall have been obtained. All such additions and alterations shall be and remain part of the realty and the property of Lessor and shall be subject to this Lease. Lessee may place upon the Premises any inventory, systems (such as pollution control systems and equipment, and electrical and plumbing service systems, materials handling apparatus and similar adjuncts to manufacturing operations), machinery or other equipment belonging to Lessee or third parties (hereinafter collectively defined as “Lessee’s Trade Systems”). Lessee shall have the right, at any time during the term of this Lease or any extension thereof, to remove Lessee’s Trade Systems, as well as all other personal property of every nature belonging to Lessee, provided, however, that any damage to the Premises or any portion thereof occasioned by such removal shall be repaired by the Lessee at Lessee’s sole cost and expense. As used herein and hereafter, the term “Lessee’s Trade Systems” shall not include or be deemed to include any general purpose item now or hereafter installed in the Premises so as to be an integral part of the Premises, such as, without limiting the generality of the foregoing, heating, ventilation, and air conditioning plant and systems, electrical and plumbing fixtures and systems and other like equipment and fixtures, but said term shall include such plant, systems, fixtures and equipment which are unique to Lessee’s manufacturing operations and processes. The parties are aware that the Premises may contain equipment and facilities owned by Lessee or third parties (other than Lessee’s Trade Systems) necessary and useful in order to carry out the Lessee’s business. Without limiting the generality of the foregoing, the parties, therefore, agree that such facilities and equipment shall be deemed to be personal property (even if affixed or attached to the Premises in such fashion as to otherwise cause said equipment or facilities to be deemed a fixture), and shall, subject to paragraph 9, be removable at will by Lessee at Lessee’s expense as provided above, provided that such removal will not have material adverse effect on the value of the Premises.
(i) Lessor and Lessee contemplate that, after the commencement of the Primary Term, Lessee may desire to construct additional improvements on the Premises. Lessee may request Lessor to arrange for the financing of construction in accordance with this Lease on the Premises of additions, buildings, structures or other improvements (collectively the “Additions”) not required under any provision of this Lease; and, so long as the Master Lease is in effect, Lessor agrees to request the Master Lessor to arrange such financing. Such request shall set forth in reasonable detail the estimated amount of such costs and expenses, such amount to be not less than $250,000. Upon receipt of such request, Lessor agrees to make every reasonable effort to arrange, or to assist Master Lessor to arrange for the financing of such Additions on terms and conditions satisfactory to Lessor and Lessee. Lessor and Lessee shall negotiate in good faith concerning the financing of construction of such Additions and the amendment of the rental and purchase provisions of this Lease, having regard to then existing economic, financial and money market conditions. Since the likely principal source of funds to finance such costs and expenses will be the sale of notes by Lessor or by Master Lessor, the parties hereto recognize that such amendment of the rental and purchase provisions of this Lease must be of such nature as to permit the sale of such notes or other debt obligations. Lessor shall incur no liability by reason of its inability or the inability of Master Lessor to arrange for such financing, and this Lease shall continue in full force and effect notwithstanding such inability.
(ii) If Lessor and Master Lessor shall be unable to arrange such financing, and if such Additions are to be either contiguous to any of the Improvements or freestanding upon land constituting, part of the Premises, at the request of Lessee and provided Lessee shall not then be in default under this Lease, Lessor shall join in and request Master Lessor and the lessor under the Ground Lease release from this Lease, the Master Lease and the Ground Lease, so much of the unimproved land portion of the Premises as is necessary for the construction and operation of such proposed improvements with access to and from a public street and easements for the maintenance of utilities and as shall be of sufficient size to comply with applicable subdivision and zoning requirements (Unimproved Land); provided, however, and upon the condition that the portion of the Premises remaining subject to this Lease after such acquisition shall (i) be capable of being operated as a separate economic unit without additional cost to Lessor, (ii) be a single parcel of land, (iii) include the buildings located on the land described in Schedule A at the commencement of the Initial Term of this Lease (or the replacements of such buildings), (iv) have adequate access to and from public streets and easements for the maintenance of all utilities, and (v) not be in violation of any applicable law, rule, regulation, ordinance, covenant or restriction; and provided further that this Lease shall continue in full force and effect with respect to such remaining portion. Upon such release of the Unimproved Land from the Master Lease and the Ground Lease, Lessor and Lessee agree to release the Unimproved Land from the terms of this Lease and all construction rules, procedures both Schedule A hereto and regulations adopted from time-to-time by Landlord. All materials and equipment the definition of “Premises” shall be modified accordingly. No such release of first quality and at least equal to the then-applicable standards for the Building adopted Unimproved Land from time-to-time by Landlord this Lease shall result in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list reduction of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant Fixed Rent or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvementsRent Payment under this Lease.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
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Alterations. (a) Section 4.1 Tenant shall not make or perform any alterationsAlterations without Landlord’s prior written consent in each instance in accordance with Section 4.2, additions or improvements other than decorative Alterations such as painting, wall coverings, floor coverings, shelving and millwork not permanently affixed to the Premises (collectively, “Decorative Alterations”) in or ), as to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for required. Landlord’s consent shall be granted or denied in Landlord’s sole discretion; provided, however, that Landlord shall not unreasonably withhold its consent to Alterations proposed to be made by Tenant provided that such Alterations (a) are non-structural and do not, in any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as paintingmaterial respect, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building SystemsSystems or services, Common Areas (b) are performed only by contractors approved in writing by Landlord as provided in Section 4.2(b), (c) do not adversely affect, in any material respect, any part of the Building other than the Premises, and (d) do not adversely affect, in any material respect, any service required to be furnished by Landlord to Tenant or structure to any other tenant or occupant of the Building; and .
Section 4.2 (4a) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations (other than Decorative Alterations), Tenant, at its expense, Tenant shall (i) excepting only except for Cosmetic AlterationsDecorative and Minor Alterations (defined in Section 4.2(c)), submit to Landlord Landlord, for its Landlord’s written approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect therefor in form reasonably satisfactory to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building SystemLandlord, (ii) if such Alterations require a filing with any Governmental Authority or require the consent of such authority, then such plans and specifications shall (A) be prepared and certified by a registered architect or licensed engineer, and (B) comply with all Laws to the extent necessary for such governmental filing or consent, (iii) at its expense, obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlordcertificates, and (iiiiv) furnish to Landlord duplicate original insurance policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s all contractors and subcontractors supplying materials or performing work in connection with such AlterationAlterations) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s Landlord and its managing agent, and any Superior Lessor and any Mortgagee as to which Tenant has been given notice as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain Except as otherwise expressly set forth herein, all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed by Tenant at Tenant’s expense (aA) in a good and workmanlike manner and free from defectsusing materials of first class quality, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (dB) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (bC) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Lawsthe plans and specifications previously approved by Landlord (where plans and specifications are required hereunder). If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall at its expense obtain all approvals, consents and permits from every Governmental Authority having or claiming jurisdiction prior to, during and upon completion of any Alterations. Tenant shall promptly reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, Rent within thirty (30) days after delivery of an invoice therefordemand, for any and all commercially reasonable third party actual out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord (without markup) in connection with such alterations or improvements.
(j) In connection with the performance Landlord’s review of any Alterations, Tenant (or Tenant’s contractor) shall develop plans and implement an indoor air quality management plan specifications for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damagesuch Alteration.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Doubleclick Inc)
Alterations. (a) The Tenant shall covenants with the Landlord:
6.1 not to erect any new building or structure on the Property or unite the Property with any adjoining property
6.2 not to make any addition or perform any alterations, additions or improvements (collectively, “Alterations”) in or alteration to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises Building or Building; (3) will not adversely affect to any load-bearing part of the Building Systems, Common Areas or structure its roof or foundations
6.3 not to make any addition or alteration to the Property that is not prohibited by the absolute prohibitions set out in the preceding clauses unless:
6.3.1. the consent of the Building; Landlord has been obtained such consent not to be unreasonably withheld but in considering an application for consent the Landlord may take into account the effect that the addition or alteration may have on Adjoining Premises
6.3.2. all necessary consents from any competent authority have been obtained
6.3.3. the Landlord has been supplied with drawings and (4) costs less than $50,000.00 where appropriate a specification in duplicate prepared by an architect or member of some other appropriate profession who must supervise the aggregatework to completion
6.3.4. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all proper fees of the terms Landlord any superior landlord or mortgagee and conditions of this Section 7.3their respective professional advisers have been paid in relation to the application for consent
6.3.5. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that covenants as the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to require about the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or carrying out of the Building additions and shall pay alterations have been entered into with the Landlord
6.3.6. in the case of substantial work and where the Landlord requires adequate security has been provided in the form of a deposit of money or a bond as assurance to the Landlord that any costs actually incurred work permitted by the Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, is completed
6.4 at the expiry of the Term and (c) such work shall be done only during hours designated if requested by Landlord.
(i) The approval of Plans, or consent by the Landlord to remove any demountable partitions and any addition or alteration made to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If Property and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to good any part of the Building and/or Property damaged by the Building in order removal
6.5 not to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations make any alteration or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (addition to the extent applicable) electrical installation at the Property except in accordance with standards prescribed by the Institution of Electrical Engineers and the supply authority or to connect any apparatus to the installation that might endanger or overload it
6.6 not to connect with any Conducting Media which serve the Property unless it has obtained the approval of the Building relevant authority and the Premises Landlord (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials Landlord's approval not to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.unreasonably withheld)
Appears in 1 contract
Alterations. (a) Tenant shall not make or perform suffer to be made any alterationsalteration, additions addition or improvements (collectively, “Alterations”) in improvement to or to of the Premises or any part thereof (collectively referred to herein as "alterations") without first obtaining (i) the prior written consent of Landlord, (ii) a valid building permit issued by the appropriate governmental authority and (iii) otherwise complying with all applicable laws, regulations and requirements of governmental agencies having jurisdiction and with the rules, regulations and requirements of any board of fire underwriters or similar body. Notwithstanding the foregoing, Tenant may make non-structural alterations costing in the aggregate less than $10,000 in any one year of the term without the prior written consent of Landlord, provided that Tenant promptly informs Landlord in each instancewriting of the nature of the alterations, which the cost thereof and the contractor engaged or proposed to be engaged to perform such work, and provided further that all such work complies with clauses (ii) and (iii) above. Landlord's consent to any requested alteration shall not be unreasonably withheldcreate on the part of Landlord or cause Landlord to incur any responsibility or liability for such alteration's compliance with all laws, conditionedrules and regulations of federal, or delayed; providedstate, howevercounty, Landlord’s consent municipal and other governmental authorities. Any alteration made by Tenant (excluding moveable furniture and trade fixtures not attached to the Premises) shall not be required for any Alteration that satisfies all of the following criteria (at once become a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior part of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior belong to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewithLandlord. Without limiting the foregoing, all such Cosmetic Alterations heating, lighting, electrical (including all wiring, conduit, outlets, drops, ▇▇▇▇ ducts, main and subpanels), air conditioning, partitioning, drapery and carpet installations made by Tenant, regardless of how attached to the Premises, together with all other alterations that have become an integral part of the Project in which the Premises are a part, shall be and become part of the Premises and belong to Landlord upon installation and shall not be deemed trade fixtures and, subject to all Landlord's right to require removal and restoration as specified herein, shall remain upon and be surrendered with the Premises at the termination of the terms lease. If Landlord consents to the making of any alteration by Tenant, the same shall be made by Tenant at its sole risk, cost and conditions expense and only after Landlord's written approval of this Section 7.3any contractor or person selected by Tenant for that purpose, and the same shall be made at such time and in such manner as Landlord may from time to time designate. Prior Tenant shall, if required by Landlord, secure at Tenant's cost a completion and lien indemnity bond for such work. Upon the expiration or sooner termination of the term, Landlord may, at its sole option, require Tenant, at Tenant's sole cost and expense, to making promptly remove any Alterationssuch alteration made by Tenant and designated by Landlord to be removed, repair any damage to the Premises caused by such removal and restore the Premises to their condition prior to Tenant's alteration, normal wear and tear excepted. Any moveable furniture and equipment or trade fixtures remaining on the Premises at the expiration or other termination of the term shall become the property of the Landlord; provided, however, in addition to all other remedies available to Landlord at law or in equity, Landlord may (i) require Tenant to remove same or (ii) remove same at Tenant's cost, and Tenant shall be liable to Landlord for all damages incurred by Landlord related thereto. If during the term any alteration, addition or change of the Premises is required by law, regulation, ordinance or order of any public authority, due to Tenant's particular use, occupancy or alteration of the Premises, Tenant, at its sole cost and expense, shall (i) excepting only for Cosmetic Alterationspromptly make the same. If during the term any alteration, submit addition or change to Landlord for its approvalthe Premises which is not due to Tenant's particular use, detailed plans and specifications (“Plans”) for such proposed Alterationoccupancy or alteration of the Premises, to the Common Area, or to the Project in which the Premises is located is required by law, regulation, ordinance or order of any public or quasi-public authority, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer it is impractical in Landlord's judgment for the affected Building Systemtenants to individually make such alteration, (ii) obtain all building permits and other required permitsaddition or change, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of make such request.
(b) Tenant shall obtain all building permits alteration, addition or change and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies cost thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good common area charge and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay its percentage share of such cost to Landlord or Landlord’s managing agent, a construction supervision fee as provided in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterationsparagraph 16.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease (Exodus Communications Inc)
Alterations. (a) 9.1 Tenant shall accept the Premises in its “as is” condition as of the date Landlord tenders possession thereof to Tenant. The initial improvement of the Premises under this Lease shall be accomplished by Tenant in accordance with Exhibit B and all other applicable provisions of this Lease. Landlord is under no obligation to make any Alterations in or to the Premises or the Building except as may be otherwise expressly provided in this Lease and any exhibits hereto.
9.2 Tenant shall not make or perform permit anyone to make any alterations, additions or improvements (collectively, “Alterations”) Alterations in or to the Premises or the Building without first obtaining the prior written consent of Landlord Landlord, which consent may be withheld or granted in each instanceLandlord's sole and absolute discretion with respect to Structural and System Alterations and any Alterations which are visible from the exterior of the Premises, and which consent shall not be unreasonably withheld, conditionedconditioned or delayed with respect to all other Alterations. All Alterations made by Tenant shall be made: (a) in a good, workerlike, first‑class and prompt manner; (b) using new or delayedcomparable materials only; provided(c) by a contractor reasonably approved in writing by Landlord; (d) on days and at times reasonably approved in writing by Landlord; (e) under the supervision of an architect reasonably approved in writing by Landlord; (f) in accordance with plans and specifications reasonably acceptable to Landlord, however, approved in writing at Landlord’s 's standard charge; (g) in accordance with all Laws; (h) after having obtained any required consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is holder of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpetingany Mortgage of whom Tenant has notice; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only after obtaining public liability and worker's compensation insurance policies reasonably approved in writing by Landlord; (j) with the obligation for Cosmetic Alterations, submit Tenant to deliver to Landlord written, unconditional, full or partial (as applicable) waivers of mechanics' and materialmen's liens against the Premises and the Building for its approvalall work, detailed plans labor and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons services to be employed by Tenant, performed and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond materials to any request by Tenant for Landlord’s approval of any proposed Alterations be furnished within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) business days after issuance the applicable portion of such permits or approvalsthe Alterations are completed; and (k) upon request, after Tenant shall deliver copies thereof has delivered to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Landlord documentation reasonably satisfactory to Landlord evidencing Tenant's financial ability to complete the Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms provisions of this Lease and all construction rules(including, procedures and regulations adopted from time-to-time by Landlorda payment or performance bond). All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to If any lien (or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject petition to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(destablish such lien) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed Alteration made by or on behalf of Tenant, such lien (or materials or services furnished or claimed to have been furnished to, Tenant, petition) shall be discharged by Tenant within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected thereafter, at Tenant's sole cost and expense, by discharge whether the payment thereof or by payment or the filing of a bond in accordance with applicable Lawsreasonably acceptable bond. If Tenant fails Landlord gives its consent to do sothe making of any Alteration, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant consent shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials be deemed to be delivered an agreement or consent by Landlord to or used subject its interest in the Premises and/or or the Building to any liens which may be filed in connection therewith. Tenant acknowledges that any Alterations are accomplished for Tenant's account, Landlord having no obligation or responsibility in respect thereof. Landlord's approval of any plans and drawings (and changes thereto) regarding any Alterations or any contractor or subcontractor performing such Alterations shall not constitute Landlord's representation that such approved plans, drawings, changes or Alterations comply with all Laws. Any deficiency in design or construction, although same had prior approval of Landlord, shall be solely the responsibility of Tenant. All Alterations involving structural, electrical, mechanical or plumbing work, the heating, ventilation and air conditioning system of the Premises or the Building, iffire and life safety system, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation roof of the Building and/or Building, or any areas outside of the Building Premises shall, at Landlord's election, be performed by Landlord, Tenant 's designated contractor or otherssubcontractor at Tenant's expense (provided the cost therefor is competitive). If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in In connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the any Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant Landlord shall pay to Landlord or Landlord’s managing agent, be paid a construction supervision fee in an amount equal to four five percent (45%) of the total project cost in connection therewithof such Alteration. At Landlord’s requestPromptly after the completion of an Alteration for which working drawings were prepared, Tenant at its expense shall deliver to Landlord reasonable supporting documentation evidencing three (3) sets of accurate as‑built (or record) drawings and CAD and PDF drawings showing such Alteration in place. Notwithstanding the hard foregoing, Tenant shall have the right to make Cosmetic Changes within the Premises without requiring the consent of Landlord.
9.3 If any Alterations that require Landlord's consent are made without the prior written consent of Landlord, then Landlord shall have the right, at Tenant's expense, to remove and soft costs incurred correct such Alterations and restore the Premises and the Building. All Alterations to the Premises or the Building made by either party shall immediately become the property of Landlord and shall remain upon and be surrendered with the Premises as a part thereof at the expiration or earlier termination of the Lease Term; provided, however, that (a) if Tenant is not in default under this Lease, then Tenant shall have the right to remove, prior to the expiration or earlier termination of the Lease Term, all movable furniture, furnishings and equipment installed in the Premises solely at the expense of Tenant, and (b) Tenant shall remove at its expense all Alterations and other items (including any telecommunications, security, data, computer and similar equipment, cabling and wiring) in the Premises or the Building which Landlord designates in writing for removal. Landlord shall make such designation promptly after receipt of a written request by Tenant given with Tenant's request for Landlord's approval of such Alteration. Notwithstanding the foregoing, Tenant shall not be required to remove: (x) Alterations consisting of standard buildout items that are typically installed by similar tenants in multi‑tenanted, multi‑story, first class office buildings (i.e. not interior staircases, high density filing systems, or moveable walls, for example), unless so indicated by Landlord at the time required above; and (y) any Alteration made by Tenant in designing initially finishing and constructing completing the Premises in accordance with Exhibit B, except any Alterations.
(h) Structural and System Alterations or as otherwise indicated on any of Tenant's plans. Movable furniture, furnishings and trade fixtures shall be deemed to exclude without limitation any item the removal of which might cause damage to the Premises or the Building or which would normally be removed from the Premises with the assistance of any tool or machinery other than a dolly. If such removal causes damage or injury to the Premises or the Building, then Landlord shall have the right, at Tenant's expense, to repair all damage and injury to the Premises or the Building caused by such removal as aforesaid. If such furniture, furnishings and equipment are not removed by Tenant prior to the expiration or earlier termination of the Lease Term, the same shall provide notice at Landlord's option be deemed abandoned or become the property of Landlord to be surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right at Tenant's expense to remove from the Premises any or all such items or to require Tenant to do the same, except as otherwise provided in this Section. If Tenant fails to return the Premises to Landlord prior to moving any heavy machineryas required by this Section, heavy equipment, freight, bulky matter or fixtures into or out of the Building and then Tenant shall pay to Landlord any Landlord, all costs actually (including a construction management fee) incurred by Landlord in connection therewith. If effectuating such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlordreturn.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Office Lease Agreement (Wells Real Estate Fund Xi L P)
Alterations. (a) Except as set forth in this Section 14.3, Tenant shall not make or perform allow to be made any alterations, additions or improvements (collectively, “Alterations”) in or Alterations to the Premises without first obtaining the Landlord’s prior written consent of Landlord in each instanceconsent, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Tenant shall have the right from time to time and at any time, without Landlord’s consent (but with reasonable prior notice to Landlord), (I) to perform Alterations that (i) do not exceed individually or in the aggregate in any year $100,000 per 50,000 rentable square feet of the Premises (with the result rounded to the nearest tenth; i.e., with respect to the Original Premises, $350,000), provided that such Alterations are not intentionally scheduled in a manner to circumvent Landlord’s right of consent under this Section 14.3; (ii) do not materially affect the Building/Project’s systems or structure (as reasonably determined by Landlord’s engineer); (iii) are not Specialty Alterations (defined below), which shall be reasonably determined by Landlord during the aforesaid thirty (30) day period (and in connection therewith, Tenant shall provide to Landlord any documentation or information reasonably requested by Landlord to enable Landlord to make such determination); and (div) in compliance with all Lawsare not visible from outside of the Building; and (II) regardless of cost, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall : (a) paint and install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and wall coverings; (b) install and maintain occupancy sensors on all built-remove office furniture; and (c) install and remove carpeting and other floor coverings. All Alterations, whether requiring Landlord’s consent or not, shall be made at Tenant’s sole expense (and, with respect to structural, mechanical, electrical or plumbing alterations, according to plans and specifications approved in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupiedwriting by Landlord, such approval not to be unreasonably withheld, conditioned or delayed), in compliance with all Applicable Laws, by a licensed contractor approved by Landlord, such approval not to be unreasonably withheld, conditioned or delayed, and in a good and workmanlike manner conforming in quality and design with the Premises existing as individual offices and conference rooms.
(e) Tenant, at its expenseof the Commencement Date, shall discharge and release any lien, encumbrance, or charge recorded or filed against not diminish the value of the Building and/or or the Property Premises and shall at once become a part of the realty and shall be surrendered with the Premises (except as provided in Section 14.4, below). Landlord will not charge any supervisory or administrative costs or fees or any other costs or fees of any type in connection with any work performed or claimed to have been performed by or on behalf of TenantAlterations; provided, or materials or services furnished or claimed to have been furnished tohowever, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If if Tenant fails to do so, requests that Landlord may bond, insure over or otherwise discharge manage the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance construction of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00Alteration, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding for all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed undertaken by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Planamount of two percent (2%) of the hard costs of construction. During any constructionIn addition, Tenant shall cause all of its contractors reimburse Landlord for (x) any reasonably incurred, necessary and subcontractors toactual out-of-pocket review costs payable to third party architects and engineers, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (dy) protect stored onafter-site and installed absorptive materials from moisture damagehour costs for Landlord’s staff required for Building systems coordination.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Deed of Lease (Appian Corp)
Alterations. (a) Tenant shall not make or perform any no alterations, decorations, additions or improvements (collectively, “Alterations”) in or to the Premises without first obtaining the Landlord's prior written consent consent, and then only by contractors or mechanics approved by Landlord. All such work shall be done at such times and in such manner as Landlord may from time to time designate. Tenant covenants and agrees that all work done by or pursuant to the direction and instruction of Landlord Tenant shall be performed in each instancefull compliance with all laws, which consent shall not be unreasonably withheldrules, conditionedorders, or delayed; providedordinances, howeverdirections, Landlord’s consent shall not be required for any Alteration that satisfies regulations and requirements of all governmental agencies, offices, departments, bureaus, and boards having jurisdiction, and in full compliance with the rules, orders, directions, regulations and requirements of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging picturesPacific Fire Rating Bureau, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systemsany similar body. Before commencing any work, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than landlord at least five (5) Business Days’ days written notice prior to performing any Cosmetic Alteration, which notice shall contain a description of the proposed commencement of such Cosmetic Alteration along with such plans work and specificationsshall, if anyrequired by Landlord, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms secure at Tenant's own cost and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterationsa completion and lien indemnity bond, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof satisfactory to Landlord, for said work. Tenant further covenants and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and agrees that any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any mechanic's lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Premises or against the Building and/or the Property in connection with any for work performed or claimed to have been performed by or on behalf of Tenantdone for, or materials or services furnished or claimed to have been furnished toto Tenant, will be discharged by Tenant, by bond or otherwise, within ten (10) days after T▇▇▇▇▇’s receipt the filing thereof, at the cost and expense of notice thereofTenant. Such discharge Landlord shall be affected have the right at all times to post notices of non-responsibility on the Premises and record verified copies thereof in connection with all work of any kind upon the Premises. All alterations, decorations, additions or improvements upon the Premises, made by discharge whether by payment or filing either party, including (without limiting the generality of a bond the foregoing) all wallcovering, draperies, floor coverings, built-in accordance with applicable Laws. If Tenant fails to do socabinet work, paneling and the likes shall, unless Landlord may bondelects otherwise, insure over or otherwise discharge become the lien. In such event, Tenant shall reimburse property of Landlord, and shall remain upon, and be surrendered with the Premises, as Additional Rentpart thereof, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, upon expiration or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation sooner termination of the Building and/or the Building term of this Lease, except that Landlord may, by Landlordwritten notice to Tenant, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within given at least thirty (30) days after delivery prior to the end of an invoice thereforthe term, for require Tenant to remove all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed partitions, counters, railings, and the like installed by or on behalf pursuant to the direction and instruction of Tenant, including and Tenant shall repair the Premises or, at Landlord's option, shall pay to the Landlord all costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and arising from such removal.
(b) All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant or installed by Tenant at its expense in the provision Premises shall be and remain the property of Building personnel Tenant and may be removed by Tenant at any time during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterationslease term when Tenant is not in default hereunder. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, If Tenant shall pay fail to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause remove all of its contractors and subcontractors toeffects from said Premises upon termination of the Lease for any cause whatsoever, Landlord may, at a minimumits option, satisfy remove the following requirements: (a) satisfy same in any manner that Landlord shall choose, and store said effects without liability to Tenant for loss thereof, and Tenant agrees to pay Landlord upon demand any and all expenses incurred in such removal, including court costs and attorneys' fees and storage charges on such effects for any length of time that the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Constructionsame shall be in Landlord's possession, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must requireLandlord may, at a minimumits option, that without notice, sell said effects, or any of the same, at private sale and without legal process, for such prices as Landlord may obtain and apply the proceeds of such sale upon any amounts due under the Lease from Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) to Landlord and upon the expense incident to the removal and sale of construction, demolition and packing debris by volumesaid effects.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Office Lease (Valuestar Corp)
Alterations. (aA) Tenant, upon at least ten (10) days written notice to Landlord, but without obtaining Landlord’s consent, may make Alterations within the Premises which do not require a building permit and are purely decorative in nature, such as painting, carpeting, wall covering, and the like (such Alterations, hereinafter “Decorative Alterations”) and other Alterations not of the type described in clauses (1) through (5) of the following sentence that cost in the aggregate less than $150,000 in any twelve (12) month period and do not require a building permit (“Minor Alterations”). Tenant shall not make or perform permit to be made any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises other Alterations without first obtaining the Landlord’s prior written consent of Landlord in each instanceconsent, which consent shall not be unreasonably withheld, conditioned, withheld or delayed; provided, however, Landlord’s consent provided that (1) the outside appearance of the Building shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpetingaffected; (2) is not visible from the exterior strength of the Premises or BuildingBuilding shall not be affected; (3) will not adversely affect the structural parts of the Building Systemsshall not be affected; (4) except as otherwise expressly provided in this Lease, Common Areas or structure no part of the BuildingBuilding outside of the Premises shall be affected; and (45) costs less than $50,000.00 in the aggregate. proper functioning of the Building Systems shall not be adversely affected and the use of such systems by Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description be increased beyond Tenant’s allocable portion of such Cosmetic Alteration along with such plans and specificationsreserve capacity thereof, if any, prepared in connection therewith. Without limiting Reference is made to the foregoing, all such Cosmetic Alterations Construction Rules and Regulations annexed to this Lease as Schedule F and incorporated herein by reference. Any dispute between the parties as to whether Landlord’s withholding or delay of its consent to a proposed Alteration is reasonable shall be subject to all of the terms and conditions resolved by expedited arbitration in accordance with Article 43 of this Section 7.3. Lease.
(1) Prior to making any Alterations, TenantTenant shall, at its Tenant’s expense, shall (i) excepting only for Cosmetic other than with respect to Decorative Alterations and Minor Alterations, submit to Landlord for its approvalthree (3) sets of blue lines of final, stamped and detailed plans and specifications (“Plans”including layout, architectural, electrical, mechanical and structural drawings) that comply with all Laws for such each proposed Alteration, and Tenant shall not commence any such Alteration without first obtaining Landlord’s approval of such plans and specifications in accordance with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building Systemsubsection (2) below, (ii) at Tenant’s expense, obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to LandlordGovernment Authorities, and (iii) furnish to Landlord duplicate original policies or certificates of evidencing worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇Tenant’s contractors and subcontractors subcontractors, in connection with such Alteration) and commercial general liability insurance (including premises operation, bodily injury, personal injury, death, independent contractors, products and completed operations, broad form contractual liability and broad form property damage coveragecoverages) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably requireapprove, and as otherwise specified in Schedule H annexed to this Lease, naming LandlordLandlord and its agents, L▇▇▇▇▇▇▇’s managing agent, any Lessor and any Mortgagee Mortgagee, as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than Within thirty (30) days after completion of each such Alteration, Tenant Tenant, at Tenant’s expense, shall deliver obtain certificates of final approval of such Alterations required by any Government Authority and shall furnish Landlord with copies thereof, together with the “as-built” Plans plans and specifications for such Alteration prepared Alterations, in AutoCad, Release 14 format, on an AutoCAD Computer Assisted Drafting and Design System (CD Rom, or such other system or medium format as Landlord may shall from time to time be reasonably require)designated by Landlord. Notwithstanding the foregoing, using such naming conventions as Landlord may reasonably require, and computer media of such record drawings Tenant shall submit Tenant’s plans and specifications to applicable Government Authorities in a such format acceptable to Landlord.
(c) as may be required by such Government Authorities. All Alterations shall be made and performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans plans and specifications therefor as approved by Landlord, (c) by contractors, subcontractors, engineers all Laws and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, the Construction Rules and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by LandlordRegulations. All materials and equipment to be incorporated in the Premises as a result of any Alterations shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, chattel mortgage, title retention or charge recorded or filed against the Building and/or the Property in connection with security agreement. In addition, except for Decorative Alterations and Landlord’s Initial Alterations Work, (x) any work performed or claimed Alteration to have been be performed by or on behalf of a party other than the original named Tenant or a permitted successor for which the cost of labor and materials (as reasonably estimated by Landlord’s architect, engineer or contractor) is in excess of Seventy Five Thousand ($75,000.00) Dollars, either individually or in the aggregate with any other Alteration constructed in any twelve (12) month period, shall not be undertaken prior to Tenant’s delivering to Landlord such security for timely lien-free completion thereof as is reasonably satisfactory to Landlord, or materials or services furnished or claimed and (y) all Alterations shall be performed only under the supervision of a licensed architect reasonably satisfactory to have been furnished to, Tenant, Landlord.
(2) Landlord shall respond to the proposed plans and specifications referred to in Section 6.1(B)(1)(i) within fifteen (15) Business Days after submission (and within ten (10) days Business Days after T▇▇▇▇▇any resubmission), but Landlord shall have no liability to Tenant by reason of Landlord’s receipt failure to respond within such time period. In the event that Landlord fails to respond within the foregoing time period, and Tenant thereafter provides Landlord with a second notice of its proposed plans and specifications (provided such notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond delivered in writing in accordance with applicable Laws. If Tenant Article 27 and state in eighteen-point bold, capital letters the following: “IF LANDLORD DOES NOT RESPOND TO THIS REQUEST FOR APPROVAL WITHIN FIVE (5) BUSINESS DAYS, LANDLORD’S APPROVAL OF THE PLANS AND SPECIFICATIONS SHALL BE DEEMED GRANTED IN ACCORDANCE WITH SECTION 6.1(B)(2) OF THE LEASE.”), and Landlord fails to do sorespond to such second notice within five (5) Business Days of Landlord’s receipt thereof, Landlord may bondshall be deemed to have approved the proposed plans and specifications in connection with such Alteration. Landlord reserves the right to disapprove any plans and specifications in part, insure over to reserve approval of items shown thereon pending its review and approval of other plans and specifications, and to condition its approval upon Tenant making revisions to the plans and specifications or otherwise discharge supplying additional information. Tenant agrees that any review or approval by Landlord of any plans and/or specifications with respect to any Alteration is solely for Landlord’s benefit, and without any representation or warranty whatsoever to Tenant or any other Person with respect to the lien. In such eventadequacy, correctness or sufficiency thereof or with respect to Laws or otherwise.
(3) Notwithstanding anything to the contrary provided herein, Tenant shall be entitled to make Department of Building filings through the professional certification filing procedure. In addition, Tenant shall have the right to submit a scope set of plans and specifications to Landlord prior to one hundred percent (100%) completion of the plans and specifications for a particular Alteration (other than with respect to any of Landlord’s Initial Alterations Work), provided that Landlord shall have the right to condition its approval of items shown on such incomplete plans and specifications pending its review and approval of one hundred percent (100%) complete plans and specifications for such Alteration. Landlord shall execute any applications for any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (provided that the applicable Requirement requires Landlord to execute such application) within seven (7) Business Days after Tenant’s request from time to time and shall otherwise cooperate reasonably with Tenant in connection therewith. Landlord agrees to so execute any such applications promptly after Tenant’s submittal of plans and specifications even if the subject Alteration has not yet been approved by Landlord provided that Landlord’s execution of any such application shall not in any way be deemed to mean that Landlord has consented thereto. Nothing contained herein shall obviate Tenant’s obligation to obtain Landlord’s approval to an Alteration as otherwise required in this Article 6. Tenant shall reimburse Landlord, as Additional Rent, on demand, Landlord for all costs and expenses incurred by Landlordany out-of-pocket costs, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employfees and disbursements, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used that Landlord incurs in the Premises and/or the Building, if, in Landlord’s sole judgment, so executing such employment, delivery or use will interfere or cause any conflict applications and cooperating with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse LandlordTenant, within thirty (30) days after delivery the date that Landlord gives to Tenant an invoice therefor from time to time.
(1) Except as otherwise provided Construction Rules and Regulations, Tenant shall be permitted to perform Alterations during Operating Hours, provided that such work does not, in Landlord’s reasonable determination, generate excessive noise or vibration or otherwise interfere with or interrupt the operation and maintenance of the Building or interfere with or interrupt the use and occupancy of the Building by other tenants in the Building. Otherwise, Alterations shall be performed at Tenant’s expense and at such times and in such manner as Landlord may from time to time reasonably designate.
(2) All Alterations (including Landlord’s Initial Alterations Work) shall become a part of the Building and shall be Landlord’s property from and after the installation thereof and, except as otherwise provided in this Lease, may not be removed or changed without Landlord’s consent. Notwithstanding any provision to the contrary contained in this Lease, however, Tenant, at Tenant’s expense, prior to the Fixed Expiration Date, or, in the case of an invoice thereforearlier termination of this Lease, within thirty (30) days after such termination, shall remove all (i) Specialty Alterations, including those included as part of Landlord’s Initial Alterations Work and (ii) subject to Section 6.1(C)(3), such other items installed by or on behalf of Tenant after the date of this Lease which are unusually difficult and/or expensive to remove as determined by Landlord in its reasonable discretion (the items described in this clause (ii) are referred to herein as “Additional Specialty Alterations”); provided, however, that (x) Tenant may elect, by written notice delivered to Landlord no later than six (6) months prior to the Expiration Date (the parties hereby agreeing that TIME SHALL BE OF THE ESSENCE with respect to such date and that Tenant shall have no right whatsoever to make the election provided for in this Section 6.1(C)(2)(x) if such notice is not delivered to Landlord on or prior to such date), not to remove one or more Specialty Alterations and/or Additional Specialty Alterations before the Expiration Date, in which event (I) Landlord shall submit to Tenant a budget (the “Removal Budget”) for the costs of removal of such Specialty Alterations and/or Additional Specialty Alterations (such Removal Budget to include the costs of repairing and restoring any damage to the Building or the Premises caused thereby, together with a fee equal to five (5%) percent of all commercially reasonable third party out-of-pocket costs actually such costs) (collectively, the “Removal Costs”), (II) Tenant shall pay to Landlord, on or before the date which is ninety (90) days prior to the Expiration Date, an amount equal to one hundred percent (100%) of the Removal Budget, (III) in the event the Removal Costs incurred by Landlord exceed the Removal Budget, Tenant shall pay to Landlord the amount of such excess Removal Costs within thirty (30) days after Landlord submits to Tenant an invoice therefor together with reasonable supporting documentation for the charges set forth therein and (IV) in connection with the event the Removal Costs incurred by Landlord are less than ninety percent (90%) of the Removal Budget, Landlord shall refund to Tenant, on or before the first anniversary of the Expiration Date, the amount by which the Removal Budget exceeds the Removal Costs incurred by Landlord and (y) if Landlord notifies Tenant in writing prior to the Expiration Date that Landlord desires all or any of such Specialty Alterations performed and/or Additional Specialty Alterations to remain in the Premises, then any such items designated in such notice shall remain in the Premises and shall not be removed by or on behalf of Tenant. In making its election pursuant to clause (x) above, including costs incurred Tenant shall be reasonable in its determination of which Specialty Alterations and/or Additional Specialty Alterations to not remove, taking into account matters of cost and time efficiency of the work required with respect to both Landlord and Tenant in connection with the removal of all Specialty Alterations and/or Additional Specialty Alterations (a) by way of example, for illustrative purposes only, Tenant electing not to remove a staircase, but electing to fill in the staircase upon its removal by Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of would be unreasonable). Upon any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost removal of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00Tenant, Tenant shall pay repair and restore in a good and workerlike manner to Landlord Building standard condition (reasonable wear and tear excepted) any damage to the Premises or Landlord’s managing agentthe Building caused by such removal. The provisions of this Section 6.1(C)(2) shall survive the Expiration Date, a construction supervision fee in an amount equal to four percent (4%) of except that, notwithstanding the total project cost in connection therewith. At Landlord’s requestforegoing, Tenant shall deliver not be obligated to reimburse Landlord reasonable supporting documentation evidencing for the hard and soft costs incurred by Tenant in designing and constructing of removing any Alterations.
(h) Tenant shall provide notice to Specialty Alterations and/or Additional Specialty Alterations that Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter did not remove or fixtures into commence removing on or out before the first anniversary of the Building and Expiration Date. In no event shall pay the failure to Landlord remove any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.Specialty
Appears in 1 contract
Alterations. (A) The Tenant may make structural and non-structural alterations to the Premises, including for the avoidance of doubt demolishing and rebuilding the existing buildings on the Premises and redeveloping the Premises, without having to obtain the Landlord’s consent, but the Tenant shall:
(i) prior to work commencing:
(a) Tenant shall not make or perform any alterations, additions or improvements (collectively, “Alterations”) in or provide reasonable prior written notice to the Premises without first obtaining Landlord of any structural alterations to the prior written consent of Landlord in each instancePremises, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all including the proposed commencement date and the estimated duration of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.works;
(b) Tenant shall obtain supply the Landlord with plans showing the proposed layout and all building permits other relevant details together with particulars of the type and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval design of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.works;
(c) All Alterations shall be performed use its reasonable endeavours to provide additional information to the Landlord that the Landlord reasonably requests, provided that any such request is made promptly and within 60 calendar days of the Landlord’s receipt of the information provided pursuant to (a) and (b) above; and
(d) obtain all requisite Consents;
(ii) carry out such works in a good and workmanlike manner with suitable materials of good quality and free from defects, causing as little nuisance to the Estate as reasonably practicable;
(biii) excepting only with regard to Cosmetic Alterations, substantially in accordance comply with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers requirements of all Consents and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal Statutes applicable to the thenworks being carried out; and
(iv) promptly and within no more than 15 Business Days after substantial completion of the works, provide the Landlord with three sets of final ‘as-applicable standards built’ plans and specifications (both hard copy and CAD disk) for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agentretention.
(dB) If the Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so is required by any authority or Statute or the Tenant reasonably considers that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may it would be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed prudent to have been performed by or on behalf an independent point of Tenant, or materials or services furnished or claimed access to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or directly from the Buildingpublicly maintained highway and without passing through the Estate Common Parts, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not raise any objection and shall provide its written consent (not to be liable to Tenant unreasonably withheld or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and delayed) to the extent arising out that any planning authority requires such consent and shall use all reasonable endeavours to facilitate such independent point of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of access provided that such assistance shall be at the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop sole cost and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damagereasonable request.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Indivior PLC)
Alterations. (a) 9.1 Tenant shall not accepts the Premises in their "as is" condition as of the Lease Commencement Date. Except as explicitly set forth in Section 8.2 above, Landlord is under no obligation to make any structural or perform any other alterations, additions decorations, additions, improvements or improvements other changes (collectively, “"Alterations”") in or to the Premises or the Building.
9.2 Tenant shall not make or permit anyone to make any Alterations in or to the Premises or the Building, without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not unreasonably be unreasonably withheld, conditioned, or delayed; provided. Notwithstanding the foregoing, however, Landlord’s Landlord shall retain sole and absolute discretion to withhold its consent shall not be required for to (a) any Structural Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictureshereinafter defined), and installing carpeting; (2b) is not any non-Structural Alteration, which in the reasonable opinion of Landlord would (i) be visible from the exterior of the Premises or Building; (3ii) will not adversely affect exceed the Building Systemscapacity of, Common Areas hinder the effectiveness of, or structure interfere with the electrical, mechanical, heating, ventilating, air conditioning, or plumbing systems of the Premises or the Building; and (4) costs less than $50,000.00 in . "Structural Alterations" shall be deemed to include without limitation any Alterations that will or may necessitate any changes, replacements or additions to bearing walls, bearing columns, or floor slabs of the aggregatePremises or the Building. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting Notwithstanding the foregoing, all such Cosmetic provided Tenant gives Landlord prior written notice, Tenant may perform in the Premises, without obtaining Landlord's prior written consent, minor, non-Structural Alterations of a decorative nature which are reasonably comparable to the colors and finishes in the Premises as of the date of this Lease and which do not require a building permit. Any Alterations made by Tenant shall be subject to all of the terms made: (A) in a good, workmanlike, first-class and conditions of this Section 7.3. Prior to making any Alterationsprompt manner; (B) using new materials only; (C) by a contractor, Tenanton days, at its expense, shall times and under the supervision of an architect approved in writing by Landlord; (iD) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed in accordance with plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, prepared by an engineer or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof architect reasonably acceptable to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings which plans and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) approved in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved writing by Landlord, which approval shall not be unreasonably withheld, conditioned conditioned, or delayeddelayed (and, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by if Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien engages an outside engineer or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject consultant to the supervision review such plans and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrancespecifications, or charge recorded or filed against the Building and/or the Property otherwise incurs any other out-of-pocket costs in connection with any work performed or claimed to have been performed by or on behalf of Tenantsuch review, or materials or services furnished or claimed to have been furnished tothen Tenant shall pay the reasonable, Tenant, within ten out-of-pocket costs therefor as additional rent); (10E) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Lawsall Laws and the requirements of any insurance company insuring the Building or any portion thereof; (F) after having obtained any required consent of the holder of any Mortgage; (G) after obtaining public liability and worker's compensation insurance policies approved in writing by Landlord (which approval shall not be unreasonably withheld, conditioned, or delayed), which policies shall cover every person who will perform any work with respect to such Alteration; and (H) upon request, after Tenant has delivered to Landlord documentation reasonably satisfactory to Landlord evidencing Tenant's financial ability to complete the Alteration in accordance with the provisions of this Lease. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlordobtain and deliver to Landlord from all proposed contractors, as Additional Rentsubcontractors, on demand, laborers and material suppliers for all costs work, labor and expenses incurred by Landlord, including, without limitation, bonding costs services to be performed and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used furnished in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict connection with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse LandlordAlterations partial and, within thirty (30) days after delivery the completion of an invoice thereforthe applicable Alteration, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord final written unconditional waivers of mechanics' and materialmen's liens against the Premises and the Building. If any lien (or a petition to establish such lien) is filed in connection with any Alteration, such lien (or petition) shall be discharged by Tenant within ten (10) days thereafter, at Tenant's sole cost and expense, by the payment thereof or by the filing of a bond acceptable to Landlord. If Landlord gives its consent to the making of any Alteration, such consent shall not be deemed to be an agreement or consent by Landlord to subject its interest in the Premises or the Building to any liens which may be filed in connection therewith. All Alterations (including, without limitation, those involving structural, electrical, mechanical or plumbing work, the heating, ventilation and air conditioning system of the Premises or the Building, and the roof of the Building) shall, at Landlord's election, be performed by Landlord's designated contractor or on behalf subcontractor at Tenant's expense. If Landlord elects not to so perform such work, then Landlord shall be paid a reasonable construction supervision fee (not to exceed five percent (5%) of the cost of any portion of such work that alters the base building systems). Promptly after the completion of an Alteration, Tenant at its expense shall deliver to Landlord three (3) sets of accurate as-built drawings showing such Alteration in place.
9.3 If any Alterations that require the prior written consent of Landlord or prior written notice to Landlord are made without the prior written consent of Landlord or prior written notice to Landlord, as applicable, Landlord shall have the right at Tenant's expense to remove and correct such Alterations and restore the Premises and the Building to their condition immediately prior thereto, including costs incurred in connection or to require Tenant to do the same. All Alterations to the Premises or the Building made by either party shall immediately become the property of Landlord and shall remain upon and be surrendered with the Premises as a part thereof at the expiration or earlier termination of the Lease Term; provided, however, that (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance if Tenant is not then in default under this Lease, then Tenant shall have the right to remove, prior to the expiration or earlier termination of the AlterationLease Term, all movable furniture, furnishings and trade fixtures installed in the Premises solely at the expense of Tenant, and (b) Tenant shall remove all Alterations and other items in the provision Premises or the Building which Landlord designates in writing for removal or restoration. Promptly after Landlord's receipt of Building personnel during a written request by Tenant which specifically requests Landlord to indicate to Tenant whether Landlord will require the removal or restoration of any Alterations, and provided such request is given to Landlord together with Tenant's request for Landlord's approval of any Alterations (or Tenant's prior written notice of the performance of such Alterations, if Landlord's approval therefor is not required hereunder), Landlord will indicate to Tenant whether Landlord will require the removal or restoration of any such Alterations. Movable furniture, furnishings and trade fixtures shall be deemed to exclude without limitation any item the removal of which might cause damage to the Premises or the Building or which would normally be removed from the Premises with the assistance of any tool or machinery other than a dolly. Landlord shall have the right at Tenant's expense to repair all damage and injury to the Premises or the Building caused by such removal or to require Tenant to do the same. If such furniture, furnishings and equipment are not removed by Tenant prior to the expiration or earlier termination of the Lease Term, the same shall at Landlord's option become the property of Landlord and shall be surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right at Tenant's expense to remove from the Premises such furniture, furnishings and equipment and any Alteration other than during Normal Business Hourswhich Landlord designates in writing for removal or to require Tenant to do the same. If Tenant fails to return the Premises to Landlord as required by this Section, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, then Tenant shall pay to Landlord or Landlord’s managing agent, as additional rent, all costs (including a construction supervision fee in an amount equal to four percent (4%management fee) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If effecting such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlordreturn.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Office Lease Agreement (Netrix Corp)
Alterations. (a) 12.3.1 The Tenant shall not make any alterations or perform any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises or pursuant to the relevant rights granted to it in clause 4.1 except as permitted by clause 12.3.
12.3.2 Subject to clauses 12.3.3 and 12.3.4, the Tenant may make alterations which are both internal and non-structural and which will not adversely affect any of the Service Media and/or the performance or life-cycle of any mechanical or electrical services or any other plant and/or equipment in the Building and/or the sound or fire integrity of the Building or the Premises without first obtaining the consent of the Landlord.
12.3.3 The Tenant shall not carry out any alterations which would adversely affect any of the Service Media and/or the performance or life-cycle of any mechanical or electrical services or any other plant and/or equipment in the Building and/or the sound or fire integrity of the Building or the Premises without the consent of the Landlord, such consent not to be unreasonably withheld or delayed.
12.3.4 The Tenant shall not carry out any alterations or additions to the Premises which in the Landlord’s reasonable opinion materially adversely affect the energy efficiency or the Asset Rating or (where applicable) the Operational Rating or the BREEAM Rating of the Premises or the Building without the prior written consent of the Landlord in each instance, which provided always that before giving consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all under this clause 12.3.4 the Landlord may require the submission by the Tenant to the Landlord of sufficient information to enable the Landlord to assess the impact of the following criteria proposed alterations or additions to the Premises on the energy efficiency or the Asset Rating or (a “Cosmetic Alteration”): (1where applicable) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior Operational Rating or the BREEAM Rating of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and .
12.3.5 In respect of any alterations that the Tenant may carry out under this Lease, the Tenant shall:
(4a) costs less than $50,000.00 comply in all respects with the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting tenant handbook current as at the foregoing, all such Cosmetic Alterations shall be date hereof subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration reasonable amendment as has been designed by, made on the date when such alterations or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for additions to the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.Premises are carried out;
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to carry out the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) works in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, good quality materials; and
(c) provide the Landlord with as-built drawings and any information reasonably required by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no relation to such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list works within 30 Business Days of pre-approved contractors. The performance of all Alterations shall be subject to request from the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If 12.3.6 Unless and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is otherwise required by an order or directive of a governmental authority to make any alterations or improvements to any part the Landlord, the Tenant shall, at the end of the Building and/or the Building in order to comply with an applicable LawTerm, Tenant shall pay, as Additional Rent, remove any and all costs alterations and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (additions made to the extent applicable) Premises whether made during the Term or before the Term pursuant to an agreement for lease made between the Landlord, the Tenant and the Guarantor and dated 20th May 2016 or pursuant to a tenancy at will letter between the Landlord, the Tenant and the Guarantor and dated 13th May 2016 and shall reinstate the Premises and make good any damage caused by that removal to the reasonable satisfaction of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageLandlord.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease (Cra International, Inc.)
Alterations. (a) 11.2.1 The Tenant shall not make any alterations or perform any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises without first obtaining the prior written consent of Landlord in each instance, which consent except as Permitted by clause 11.2.
11.2.2 The Tenant shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent make internal structural alterations to the Premises.
11.2.3 The Tenant shall not be required for make internal non-structural alterations or additions which will or may affect any Alteration that satisfies all of the following criteria Service Media or any plant or machinery (a “Cosmetic Alteration”): (1or any other services or systems) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of at the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure without the consent of the Building; and (4) costs less than $50,000.00 in the aggregate. Landlord, such [omitted] reasonably withheld or delayed.
11.2.4 The Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alterationmake other internal, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting non-structural alterations without the foregoing, all such Cosmetic Alterations shall be subject to all consent of the terms Landlord, unless the Tenant shall have notified the Landlord of its intention to carry out any such works at least three weeks before it intends to begin the works and conditions shall have demonstrated td the Landlord’s reasonable satisfaction that they do not affect any of this Section 7.3the Service Media. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect In relation to any Alteration affecting any Building Systemsuch works which the Tenant affects, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord it shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.carry them out:
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) and complete them in a good and workmanlike manner manner, with new and good quality materials fit for the purpose for which they are required and so as to be free from defectsdefects and without using or permitting the use of any material or substance which, at the time of use, does not conform to all relevant British and European standards and codes of practice or which is generally known to the United Kingdom building industry at the time of use to be deleterious to health and safety or to the durability of the works in the particular circumstances in which it is used;
(b) excepting only with regard to Cosmetic Alterations, substantially in accordance in all respects with all relevant legislation and the Plans approved by Landlord, terms of any consents which are required for the works;
(c) by contractors, subcontractors, engineers in a manner so as to cause as little inconvenience and vendors approved by annoyance as reasonably possible to the Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, any superior landlord and (d) in compliance with all Laws, the terms other occupiers of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.Building;
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupiedas not to result in the Premises, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.any other part of the Building becoming unsafe; and
(e) Tenant, at its expensesale risk, and the Tenant shall discharge and release make good to the Landlord’s satisfaction any lien, encumbrancedamage arising out of, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished incidental to, Tenant, within ten (10) days the carrying out or completion of the works and shall provide the Landlord with a set of as-built drawings as soon as reasonably practicable after T▇▇▇▇▇’s receipt completion of notice thereof. Such discharge shall be affected by discharge whether by payment the alterations or filing of a bond in accordance with applicable Laws. If Tenant fails additions.
11.2.5 Subject to do so, Landlord may bond, insure over or otherwise discharge clause 11.4 the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, if reasonably required by the Landlord on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit notice before the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation end of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make Term remove any alterations or improvements additions made to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (and make good any damage caused by that removal to the “Construction Indoor Air Quality Management Plan”reasonable satisfaction of the Landlord). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease (GAIN Capital Holdings, Inc.)
Alterations. (a) 9.1 Tenant shall not accept the Premises in their “as-is” condition as of the Lease Commencement Date. Landlord is under no obligation to make any structural or perform any other alterations, additions decorations, additions, improvements or improvements other changes (collectively, “Alterations”) in or to the Premises. Notwithstanding the above, Landlord shall, at Landlord’s expense, repaint the Premises, using Building Standard paint, as specified in Exhibit B, in addition Landlord shall at Landlord’s expense shampoo the existing carpet. Any additional Alterations made in or to the Premises shall be performed at Tenant’s expense according to the provisions of this Article IX.
9.2 Tenant will not make or permit anyone to make any Alterations in or to the Premises or the Building, without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not may be unreasonably withheld, conditioned, withheld or delayed; provided, however, granted in Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, sole and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregateabsolute discretion. Any Alterations made by Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed made: (a) in a good good, workmanlike, first-class and workmanlike manner and free from defects, prompt manner; (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, using new materials only; (c) by a contractor and in accordance with plans and specifications approved in writing by Landlord; (d) in accordance with all Laws applicable legal requirements and the requirements of any insurance company insuring the Building or any portion thereof; (e) after having obtained any required consent of the holder of any Mortgage (as defined in Section 21.1); (f) after Tenant has obtained public liability and worker’s compensation insurance policies approved in writing by Landlord, which policies shall cover every person who will perform any work with respect to such Alteration; and (g) after Tenant has obtained and delivered to Landlord written, unconditional waivers of mechanics’ and materialmen’s liens against the Premises and the Building from all proposed contractors, subcontractors, engineers laborers and vendors approved by Landlordmaterial suppliers for all work, which approval shall not labor and services to be unreasonably withheldperformed and materials to be furnished in connection with Alterations. If, conditioned notwithstanding the foregoing, any mechanics’ or delayed, and materialmen’s lien (dor a petition to establish such lien) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building Premises, any equipment within the Premises, and/or the Property in connection with any Building, for work performed or claimed to have been performed by or on behalf of Tenantdone for, or materials or services furnished or claimed to have been furnished to, Tenantthe Premises, such lien shall be discharged by Tenant within ten (10) days after T▇▇▇▇▇thereafter, at Tenant’s receipt of notice thereof. Such discharge shall be affected sole cost and expense, by discharge whether the payment thereof or by payment or the filing of a bond in accordance with applicable Lawsacceptable to Landlord. If Tenant fails Landlord gives its consent to do sothe making of any Alteration, such consent shall not be deemed to be an agreement or consent by Landlord to subject its interest in the Premises or the Building to any mechanics’ or materialmen’s liens which may bond, insure over or otherwise discharge the lienbe filed in connection therewith. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, All Alterations (including, without limitation, bonding costs those involving structural, electrical, mechanical or plumbing work, the heating, ventilation and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in air conditioning system of the Premises and/or or the Building, ifand the roof of the Building) shall, in at Landlord’s sole judgmentelection, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building be performed by Landlord, Tenant ’s designated contractor or otherssubcontractor at Tenant’s expense. If Landlord elects not to so perform such interference or conflict occurswork, upon L▇▇▇▇▇▇▇’s request, Tenant then Landlord shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, be paid a construction supervision fee in an amount equal to four seven and one-half percent (47.5%) of the total project cost of such work.
9.3 If any Alterations are made without the prior written consent of Landlord, Landlord shall have the right at Tenant’s expense to remove and correct such Alterations and restore the Premises and the Building to their condition immediately prior thereto, or to require Tenant to do the same. All Alterations to the Premises or the Building made by either party shall immediately become the property of Landlord and shall remain upon and be surrendered with the Premises as a part thereof at the expiration or earlier termination of the Lease Term; provided, however, that if Tenant is not in connection therewith. At Landlord’s requestdefault under this Lease, then Tenant shall deliver have the right to Landlord reasonable supporting documentation evidencing remove, prior to the hard expiration or earlier termination of the Lease Term, all movable furniture, furnishings and soft costs incurred by Tenant equipment installed in designing the Premises solely at the expense of Tenant, and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter remove all Alterations in the Premises or fixtures into or out of the Building which Landlord designates in writing for removal. Landlord shall have the right at Tenant’s expense to repair all damage and shall pay injury to Landlord any costs actually incurred the Premises or the Building caused by Landlord in connection therewithsuch removal or to require Tenant to do the same. If such furniture, furnishings and equipment requires special handlingare not removed by Tenant prior to the expiration or earlier termination of the Lease Term, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith the same shall comply with all applicable Laws, become the property of Landlord and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Planssurrendered with the Premises as a part thereof; provided, or consent by Landlord to the making of any Alterationshowever, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to have the right at Tenant’s performing any Alterations. If and expense to the extent arising out of or resulting remove from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (such furniture, furnishings and equipment and any Alteration which Landlord designates in writing for removal or to require Tenant to do the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damagesame.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Mega Group Inc)
Alterations. (a) Tenant shall not make or perform cause to be made any alterations, additions additions, renovations, improvements or improvements (collectively, “Alterations”) installations in or to the Premises or the Building (“Alterations”) without first obtaining the Landlord’s prior written consent of Landlord in each instanceconsent, which consent shall not may be unreasonably withheld, conditioned, granted or delayedwithheld in Landlord’s sole and absolute discretion; provided, however, Landlord’s that (i) Landlord will not unreasonably withhold its consent shall to interior, non-structural Alterations in the Premises which do not be required for affect any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as paintingcentral or base-Building mechanical, wallpapering, hanging pictures, electrical and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure plumbing systems of the Building; and (4ii) costs less than $50,000.00 Tenant, without Landlord’s consent may make interior, non-structural Alterations in the aggregate. Tenant shall give Landlord Premises that are of a purely cosmetic nature (and that do not less than five (5) Business Days’ notice prior to performing violate any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions other provision of this Section 7.3Lease). Prior to making
(b) All work performed by ▇▇▇▇▇▇ in the Premises or (if permitted) outside the Premises, including any Alterations, Tenant, at its expense, shall be performed: (i) excepting only for Cosmetic Alterationspromptly and in a workmanlike manner with first-class materials; (ii) by duly qualified or licensed Persons; (iii) without interference with, submit to or disruption to, the operations of Landlord for its approval, detailed or other tenants or occupants of the Project; and (iv) in accordance with (a) plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, Lin writing in advance by ▇▇▇▇▇▇▇▇ (as to both design and materials) which approval may be granted or withheld in Landlord’s designated engineer for sole and absolute discretion, except as otherwise expressly provided herein, and (b) all applicable governmental permits, legal requirements, rules and regulations. Upon completion of any Alterations, Tenant shall deliver to Landlord’s management office a reproducible copy of the affected Building System, (ii) obtain “as built” drawings of such work as well as all building permits and other required permits, approvals and certificates required other documents issued by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors agency in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insuredswork. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations present and future alterations, additions, renovations, improvements and installations made to the Premises (collectively, “Leasehold Improvements”), including any HVAC system located therein or exclusively serving the Premises, shall be performed (a) in a good deemed to be the property of Landlord when made and, upon Tenant’s vacation or abandonment of the Premises, unless Landlord directs otherwise, shall remain upon and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance be surrendered with the Plans approved by Premises in good order, condition and repair; provided, however, that upon the direction of Landlord, Tenant, upon the expiration or sooner termination of the Term, shall (ci) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not remove any Leasehold Improvements that Landlord requires to be unreasonably withheld, conditioned or delayedremoved, and (dii) in compliance with repair and restore all Lawsdamage to the Premises, the terms Project or the Building that is caused by the installation of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlordsuch Leasehold Improvements and/or such removal. All materials movable goods, inventory, office furniture, equipment, trade fixtures (including exterior signs) and equipment shall be of first quality and at least equal other movable personal property belonging to Tenant that are not permanently affixed to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretionPremises, and no such materials or equipment shall remain Tenant’s property (other than “Tenant’s Property”) and shall be removable by Tenant at any time, provided that Tenant: (i) is not in default under this Lease, and (ii) shall be subject to repair any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject damage to the supervision and oversight Premises, the Project or the Building caused by the removal of Landlord and L▇▇▇▇▇▇▇any of Tenant’s managing agent.Property.
(d) Tenant shall cause any contractor performing work on the Premises to obtain, carry and maintain, at no expense to Landlord: (ai) install worker’s compensation insurance and maintain occupancy sensors employer’s liability insurance as required by the jurisdiction in which the Building is located; (ii) builder’s risk insurance with a deductible no greater than Ten Thousand Dollars ($10,000.00), in the amount of the full replacement cost of the Tenant’s Property and the Leasehold Improvements; (iii) Commercial General Liability Insurance providing on all overhead light fixtures so that they automatically switch off when an area is unoccupiedoccurrence basis a minimum combined single limit of One Million Dollars ($1,000,000.00) per occurrence (and Two Million Dollars ($2,000,000.00) general aggregate, if applicable); and (biv) install business automobile liability insurance including the ownership, maintenance and maintain occupancy sensors on all builtoperation of the automotive equipment, owned, hired and non-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed owned coverage with manual overrides a combined single limit of not less than One Million Dollars ($1,000,000.00) for areas that are customarily occupied, such as individual offices bodily injury and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Lawsproperty damage. If Tenant the contractor fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In acquire such eventinsurance, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs provide such insurance (except worker’s compensation insurance and expenses incurred by Landlord, including, without limitation, bonding costs employer’s liability) at its sole cost and reasonable attorneys’ feesexpense.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease (Assure Holdings Corp.)
Alterations. (a) 9.1 The initial improvement of the Premises under this Lease shall be accomplished by Landlord or its designated contractor in accordance with Exhibit B and all other applicable provisions of this Lease. Landlord is under no obligation to make any Alterations in or to the Premises or the Building except as may be otherwise expressly provided in this Lease and any exhibits hereto.
9.2 Tenant shall not make or perform permit anyone to make any alterations, additions or improvements (collectively, “Alterations”) Alterations in or to the Premises or the Building without first obtaining the prior written consent of Landlord Landlord, which consent may be withheld or granted in each instanceLandlord's sole and absolute discretion with respect to Structural and System Alterations and any Alterations which are visible from the exterior of the Premises, and which consent shall not be unreasonably withheld, conditionedconditioned or delayed with respect to all other Alterations. All Alterations made by Tenant shall be made: (a) in a good, workerlike, first-class and prompt manner; (b) using new or delayedcomparable materials only; provided(c) by a contractor reasonably approved in writing by Landlord; (d) on days and at times reasonably approved in writing by Landlord; (e) under the supervision of an architect reasonably approved in writing by Landlord; (f) in accordance with plans and specifications reasonably acceptable to Landlord, however, approved in writing at Landlord’s 's standard charge; (g) in accordance with all Laws; (h) after having obtained any required consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is holder of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpetingany Mortgage of whom Tenant has notice; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only after obtaining public liability and worker's compensation insurance policies reasonably approved in writing by Landlord; (j) with the obligation for Cosmetic Alterations, submit Tenant to deliver to Landlord written, unconditional, full or partial (as applicable) waivers of mechanics' and materialmen's liens against the Premises and the Building for its approvalall work, detailed plans labor and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons services to be employed by Tenant, performed and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond materials to any request by Tenant for Landlord’s approval of any proposed Alterations be furnished within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) business days after issuance the applicable portion of such permits or approvalsthe Alterations are completed; and (k) upon request, after Tenant shall deliver copies thereof has delivered to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Landlord documentation reasonably satisfactory to Landlord evidencing Tenant's financial ability to complete the Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms provisions of this Lease and all construction rules(including, procedures and regulations adopted from time-to-time by Landlorda payment or performance bond). All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to If any lien (or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject petition to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(destablish such lien) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed Alteration made by or on behalf of Tenant, such lien (or materials or services furnished or claimed to have been furnished to, Tenant, petition) shall be discharged by Tenant within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected thereafter, at Tenant's sole cost and expense, by discharge whether the payment thereof or by payment or the filing of a bond in accordance with applicable Lawsreasonably acceptable bond. If Tenant fails Landlord gives its consent to do sothe making of any Alteration, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant consent shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials be deemed to be delivered an agreement or consent by Landlord to or used subject its interest in the Premises and/or or the Building to any liens which may be filed in connection therewith. Tenant acknowledges that any Alterations are accomplished for Tenant's account, Landlord having no obligation or responsibility in respect thereof. Landlord's approval of any plans and drawings (and changes thereto) regarding any Alterations or any contractor or subcontractor performing such Alterations shall not constitute Landlord's representation that such approved plans, drawings, changes or Alterations comply with all Laws. Any deficiency in design or construction, although same had prior approval of Landlord, shall be solely the responsibility of Tenant. All Alterations involving structural, electrical, mechanical or plumbing work, the heating, ventilation and air conditioning system of the Premises or the Building, iffire and life safety system, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation roof of the Building and/or Building, or any areas outside of the Building Premises shall, at Landlord's election, be performed by Landlord, Tenant 's designated contractor or otherssubcontractor at Tenant's expense (provided the cost therefor is competitive). If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in In connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the any Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant Landlord shall pay to Landlord or Landlord’s managing agent, be paid a construction supervision fee in an amount equal to four five percent (45%) of the total project cost in connection therewithof such Alteration. At Landlord’s requestPromptly after the completion of an Alteration for which working drawings were prepared, Tenant at its expense shall deliver to Landlord reasonable supporting documentation evidencing three (3) sets of accurate as-built (or record) drawings and CAD and PDF drawings showing such Alteration in place. Notwithstanding the hard foregoing, Tenant shall have the right to make Cosmetic Changes within the Premises without requiring the consent of Landlord.
9.3 If any Alterations that require Landlord's consent are made without the prior written consent of Landlord, then Landlord shall have the right, at Tenant's expense, to remove and soft costs incurred correct such Alterations and restore the Premises and the Building. All Alterations to the Premises or the Building made by either party shall immediately become the property of Landlord and shall remain upon and be surrendered with the Premises as a part thereof at the expiration or earlier termination of the Lease Term; provided, however, that (a) if Tenant is not in default under this Lease, then Tenant shall have the right to remove, prior to the expiration or earlier termination of the Lease Term, all movable furniture, furnishings and equipment installed in the Premises solely at the expense of Tenant, and (b) Tenant shall remove at its expense all Alterations and other items (including any telecommunications, security, data, computer and similar equipment, cabling and wiring) in the Premises or the Building which Landlord designates in writing for removal. Landlord shall make such designation promptly after receipt of a written request by Tenant given with Tenant's request for Landlord's approval of such Alteration. Notwithstanding the foregoing, Tenant shall not be required to remove: (x) Alterations consisting of standard buildout items that are typically installed by similar tenants in multi-tenanted, multi-story, first class office buildings (i.e. not interior staircases, high density filing systems, or moveable walls, for example), unless so indicated by Landlord at the time required above; and (y) any Alteration made by Tenant in designing initially finishing and constructing completing the Premises in accordance with Exhibit B, except any Alterations.
(h) Structural and System Alterations or as otherwise indicated on any of Tenant's plans. Movable furniture, furnishings and trade fixtures shall be deemed to exclude without limitation any item the removal of which might cause damage to the Premises or the Building or which would normally be removed from the Premises with the assistance of any tool or machinery other than a dolly. If such removal causes damage or injury to the Premises or the Building, then Landlord shall have the right, at Tenant's expense, to repair all damage and injury to the Premises or the Building caused by such removal as aforesaid. If such furniture, furnishings and equipment are not removed by Tenant prior to the expiration or earlier termination of the Lease Term, the same shall provide notice at Landlord's option be deemed abandoned or become the property of Landlord to be surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right at Tenant's expense to remove from the Premises any or all such items or to require Tenant to do the same, except as otherwise provided in this Section. If Tenant fails to return the Premises to Landlord prior to moving any heavy machineryas required by this Section, heavy equipment, freight, bulky matter or fixtures into or out of the Building and then Tenant shall pay to Landlord any Landlord, all costs actually (including a construction management fee) incurred by Landlord in connection therewith. If effectuating such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlordreturn.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Office Lease Agreement (Wells Real Estate Fund Xi L P)
Alterations. Notwithstanding anything to the contrary contained or implied in the Sublease, Subtenant agrees as follows:
(a) Tenant All work (the "Work") done in connection with the Subtenant Improvements shall not make or perform any alterationsbe performed and completed in a good and work▇▇▇-▇▇▇e manner and in accordance with (i) the preliminary plans and specifications prepared by Alex ▇. ▇▇▇▇▇▇ & ▇ssociates, additions or improvements Inc. dated June 21, 1996 and (ii) the specifications for the enviro-chamber shown on Exhibit B to that certain letter agreement between Sublandlord and 2820 Master Landlord dated August 1, 1996 containing 2820 Master Landlord's consent to the Subtenant Improvements (collectively, “Alterations”) the "Plans and Specifications"). The Work shall be subject to Master Landlords' final approval of construction documentation prior to commencement of any Work. No Work shall be done which is not described in or to the Premises Plans and Specifications without first obtaining the prior written consent of Landlord the Master Landlords. Prior to commencing any Work or receiving any materials in each instanceconnection therewith, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant Subtenant shall give Landlord Sublandlord not less than five fifteen (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (1015) days notice to enable Subtenant to notify Master Landlords so that they may post a notice of receipt of such requestnonresponsibility.
(b) Tenant The Work shall obtain all building permits and other approvals required be performed by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (a general contractor or such other system or medium contractors as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media have been approved in writing by Master Landlords prior to commencement of such record drawings and specifications in a format acceptable to Landlordany Work.
(c) All Alterations work shall be performed (a) in a good done pursuant to appropriate building permits and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers applicable governmental laws and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlordregulations. All materials and equipment Subtenant shall be of first quality solely responsible for obtaining and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretionsatisfying such permits, laws and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agentregulations.
(d) Tenant All costs and expenses incurred in connection with the Work shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference roomsat the sole expense of Subtenant.
(e) TenantSubtenant shall indemnify, at defend and hold harmless Sublandlord and its expenseagents, shall discharge officers and release any liendirectors, encumbrancefrom and against all costs, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed expenses, claims, damages and liability (including but not limited to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ ' fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
arising from (i) The approval the acts or omissions of Plans, Subtenant or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and or subcontractors toin performing the Work, at a minimum, satisfy (ii) the following requirements: (a) satisfy the then-applicable standards and requirements outlined failure of Subtenant to abide by the Sheet Metal and Air Conditioning National Contractors’ National Association terms of this Addendum, (SMACNAiii) “Indoor Air Quality Guidelines for Occupied Buildings under Constructionthe design, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) specifications or material utilized in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.the
Appears in 1 contract
Sources: Sublease (Network Appliance Inc)
Alterations. (a) a. Tenant shall not make or perform any alterations, additions or improvements (collectively, “Alterations”the "TENANT ALTERATIONS") in or to the Premises (including but not limited to roof and wall penetrations) without first obtaining the prior written consent of Landlord in each instance, which consent not to be unreasonably withheld. The Additional Improvements and all other improvements required at the time of the exercise or termination of the Contraction Option shall not be unreasonably withheldcovered by this section and shall be covered by a separate Work Letter to be executed by Landlord and Tenant. In addition to any additional requirements that may be imposed by Landlord in its reasonable discretion, conditioned, or delayed; provided, however, Landlord’s consent all Tenant Improvements shall comply with the following requirements:
(i) The proposed Tenant Alterations must be non-structural and shall not be required for any Alteration that satisfies all (A) include modifications to the Building or alter the basic character of the following criteria Building, (a “Cosmetic Alteration”): B) require any core drillings through the walls or roof of the Premises, (1C) is overload or damage the Building, (D) affect the sprinkler or electrical system of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; the Building. (2E) is not visible from affect the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4E);
(ii) costs less than $50,000.00 in the aggregate. All Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) made in a good and workmanlike manner and free from defectsshall be constructed by Tenant at Tenant's sole cost and expense (including, (bwithout limitation, reimbursement of Landlord's reasonable third party costs in connection with Landlord's review of the Tenant Improvements not to exceed $2,500 for Tenant Alterations up to $250,000 in cost and to be reasonable for Tenant Alterations valued in excess of $250,000) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans plans and specifications approved by Landlord, Landlord (cif such approval is required by subsection (iv) by contractors, subcontractors, engineers and vendors approved by Landlord, which below);
(iii) Tenant shall provide the names of its proposed contractors to Landlord for approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlordprior to beginning construction. All materials and equipment Tenant's contractors shall be of first quality and at least equal acceptable to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion. Landlord shall have the right to reject any of Tenant's contractors who Landlord has barred from performing work within the Project;
(iv) Prior to the commencement of construction, Tenant or its contractor or architect shall deliver to Landlord for review and no such materials approval a copy of the final plans for the construction, provided Landlord's approval is not required for cosmetic work or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant non-structural improvements with a list total value of pre-approved contractors. The performance less than $25,000.00 (excluding the value of Tenant's personal property that will not be attached to the Premises) so long as Tenant provides a copy of all plans and specifications for such work prior to the commencement of same;
(v) The proposed Tenant Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on comply with all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, laws including, without limitation, bonding costs and reasonable attorneys’ fees.the Disabilities Laws, as defined in Section 3.c. of this Lease;
(fvi) If the Tenant Alterations require the employment of an architect by Tenant, Tenant's architect shall certify to Landlord that the plans for the proposed Tenant Alterations comply with applicable laws, including, but not limited to the Disability Acts, with the understandings that such certificate shall not be binding on Landlord, but Landlord shall have the right to rely on same;
(vii) Tenant shall not employ, provide Landlord with notice prior to commencing such improvements or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.alterations;
(gviii) Tenant shall reimburse Landlord, within thirty provide Landlord with "as built" drawings for any improvements or alterations made by Tenant;
(30ix) days after delivery of an invoice therefor, for Tenant and its contractors shall comply with all commercially reasonable third party rules and regulations pertaining to the delivery of construction materials, equipments and supplies and the delivery of any other materials, supplies and equipment in connection with the construction;
(x) Tenant and its contractors shall provide commercially reasonable insurance to appropriately reflect the scope of the Tenant Alterations;
(xi) Landlord shall not charge Tenant a construction management fee in connection with the Tenant Alterations so long as Tenant reimburses Landlord for all of its actual out-of-pocket costs actually incurred by Landlord in connection associated with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s the review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Tenant Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord up to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements cap set forth in the Construction Indoor Air Quality Management Plan. During any construction, item (ii) above; and
(xii) Tenant shall cause all of its contractors and subcontractors toagrees to obtain, at a minimumits cost, satisfy building permits and other applicable permits from applicable local municipal authorities, state and federal agencies necessary to install, construct, use, maintain, repair, or modify the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damageTenant Alterations.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (a) Tenant shall not make or perform any alterations, additions improvements or improvements installations (collectively, “Alterations”) in or to the Premises without first obtaining the Landlord’s prior written consent of Landlord in each instanceconsent, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, . All alterations and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations improvements shall be subject to all of the terms and conditions of this Section 7.3the Prime Lease, and in those instances where applicable, shall be subject to the Prime Landlord’s approval as provided in the Prime Lease. Prior to making any AlterationsAny alterations, improvements or installations shall be performed at the sole cost and expense of Tenant, but shall become the property of Landlord (subject to the terms of the Prime Lease and the remainder of this Sublease). Landlord may condition its approval to any Alterations on Prime Landlord’s agreement to permit such Alterations to remain at its expensethe Premises after the expiration or earlier termination of the term of the Lease. Notwithstanding any of the foregoing, no approval of Landlord shall be required for Tenant to remove a demising wall separating the Premises from space (the “Adjacent Space”) which Tenant leases or subleases from a third party as of the date hereof, but Tenant may not remove such demising wall unless, (i) excepting only for Cosmetic Alterations, submit to Landlord for its Tenant shall obtain Prime Landlord’s approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permitsTenant shall continue throughout the remainder of the term of this - 3 - 4933-0091-4457, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof v.9 Sublease to Landlordoccupy both such spaces, and (iii) furnish Tenant shall indemnify, defend and hold Landlord harmless from and against any loss, cost, damage, claim, liability or expense directly or indirectly attributable to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates furtherance of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvalsforegoing, Tenant shall deliver copies thereof not permit the Premises and the Adjacent Space to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved occupied by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (any party other than Tenant’s Property) Tenant or an Affiliate of Tenant unless it shall be subject re-demise the Premises by installing a code-compliant and building-standard wall separating the Premises from the Adjacent Space prior to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agentsuch separate occupancy.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. 17.1. Subject to Article 16, Tenant shall, at Tenant’s sole cost and expense, have the right at any time, and from time to time during the Term, to make such Alterations (aas defined below) to the Building, and improvements and fixtures hereafter erected on the Premises, including, without limitation, solar panels on the roof of the Building, as Tenant shall not deem necessary or desirable in connection with the requirements of its business, which Alterations (other than Alterations of Tenant’s movable trade fixtures and equipment) shall be made in compliance with the requirements described in this Article 17; provided, however, the Optional Improvements shall be made in compliance with the requirements of Article 16. Tenant shall make or perform any no alterations, additions or improvements (collectively, “Alterations”) in or to the Premises or engage in any construction, demolition, reconstruction, renovation, or other work of any kind in, at, or serving the Premises (“Alterations”) without first obtaining the Landlord’s prior written consent approval, which approval Landlord may withhold in its sole and absolute discretion in connection with any Alteration that: (a) adversely affects the exterior appearance of the Building or the Premises; (b) adversely affects the structural aspects of the Building, including, without limitation, the roof, foundation, load bearing walls and structural elements of the Premises; (c) adversely affects any base-building system or equipment, including, without limitation, the base building HVAC, mechanical, electrical, plumbing or life safety systems; (d) violates any Applicable Law; (e) violates any recorded document affecting the Premises; provided that during the Term, Landlord shall not record any document affecting the Premises which has (or will have in each instancethe event Tenant exercises the Purchase Option and acquires the Premises) a material adverse effect on Tenant’s use or occupancy of the Premises without Tenant’s prior written consent, which consent shall not be unreasonably withheld, conditioned, conditioned or delayed; (f) causes the Building to be inconsistent with the then existing quality of the Building and other office buildings in the vicinity of the Building; (g) involves a use of the Premises that is inconsistent with the Permitted Use of the Premises; or (h) reduces the value of the Building or the Premises (each, a “Design Problem”).
17.2. Notwithstanding the foregoing, Tenant may make non-structural Alterations to the Premises (“Acceptable Changes”) upon at least ten (10) business days prior written notice to Landlord but without Landlord’s prior consent provided (a) the Acceptable Changes do not involve Design Problems; and (b) the cost of such Acceptable Changes do not exceed Seventy-Five Thousand Dollars ($75,000) per occurrence or an aggregate amount of One Hundred Seventy-Five Thousand Dollars ($175,000) in any twelve (12) month period; provided, however, Landlord’s consent Tenant shall not be required for to provide Landlord any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with any non-structural Alterations in any twelve (12) month period where the total combined cost of such Alterationnon-structural Alterations do not exceed Twenty Thousand Dollars ($20,000).
17.3. If Landlord’s approval of proposed Alterations is required, Tenant shall provide Landlord, at least ten (10) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all days in such formadvance of any proposed construction, with plans, specifications, bid proposals, work contracts, requests for laydown areas and such companies, for such periods other information concerning the nature and in such amounts cost of the Alterations as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insuredsrequest. Landlord shall respond to any request by Tenant for If Landlord’s approval of any the proposed Alterations is required, Landlord shall notify Tenant in writing within ten (10) business days of after receipt of the applicable plans, whether Landlord has approved or disapproved the plans (and, in the case of disapproval, shall provide a detailed explanation of the reason(s) for disapproval). If Landlord’s approval of proposed Alterations is not required, Tenant shall (a) give Landlord at least ten (10) business days’ prior written notice of the proposed commencement of such request.
proposed Alterations, and (b) a copy of the applicable plans upon Landlord’s written request after Tenant’s completion of the Alterations.
17.4. Tenant shall obtain all building permits and not construct or permit to be constructed partitions or other approvals required by applicable Laws for all Alterationsobstructions in a manner that will interfere with free access to mechanical installation or service facilities of the Building.
17.5. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof accomplish any work performed on the Premises in such a manner as to Landlordpermit any fire sprinkler system and fire water supply lines to remain fully operable at all times, unless such interruption in service is temporary and commercially reasonable arrangements are made for the provision of temporary services, all in accordance with Applicable Laws and the applicable insurance policies.
17.6. In addition, not later than Tenant covenants and agrees that all work done by Tenant or Tenant’s contractors shall be performed in full compliance with Applicable Laws. Within thirty (30) days after completion of each Alterationany Alterations, Tenant shall deliver provide Landlord, to the extent available, with complete “as-built” Plans for such Alteration prepared drawing print sets and electronic CADD files on an AutoCAD Computer Assisted Drafting and Design System disc (or files in such other system or medium current format in common use as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications approves or requires) showing any changes in a format acceptable to Landlordthe Premises.
(c) 17.7. All Alterations shall be performed (a) in a good and workmanlike manner and free from defectsunless, prior to such construction or installation Landlord elects otherwise, become the property of Landlord upon the expiration or earlier termination of the Term, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance remain upon and be surrendered with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with Premises as a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice part thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) remain on the Premises and not be removed by Tenant at any time during the Term, other than items that Tenant replaces with a comparable item of equal quality and quantity as existed as of the time of such work removal. The Premises shall at all times remain the property of Landlord and shall be done only during hours designated by Landlord.
(i) The approval surrendered to Landlord upon the expiration or earlier termination of Plans, or consent by Landlord this Lease. Subject to the making first sentence of any Alterationsthis Section 17.7, the Tenant’s Personal Property, whether owned by Tenant or leased by Tenant from a lessor/owner (the “Owner/Secured Party”), shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to and remain the property of Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of such Owner/Secured Party and may be removed by Tenant or any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing such Owner/Secured Party at any Alterationstime. If and Tenant shall promptly repair any damage to the extent arising out of or resulting from any Alterations made Property caused by or on behalf the removal of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.’
Appears in 1 contract
Sources: Lease (Arena Pharmaceuticals Inc)
Alterations. (a) Except as otherwise provided in this Section, Tenant shall not make or perform any no alterations, additions additions, fixtures or improvements (collectively, “Alterations”"ALTERATIONS") in or to the Premises or the Building without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. In the event that any requested Alteration would result in a change from Landlord's building standard materials and specifications for the Project ("STANDARD IMPROVEMENTS"), Landlord may withhold consent to such Alteration in its sole and absolute discretion. In the event Landlord so consents to a change from the Standard Improvements (such change being referred to as a "NON-STANDARD IMPROVEMENT"), Tenant shall be responsible for the cost of replacing such Non-Standard Improvement with the applicable Standard Improvement ("REPLACEMENTS") which Replacements shall be completed prior to the Expiration Date or earlier termination of this Lease. Landlord shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s withhold its consent shall not be required for to any Alteration that satisfies all Alterations which cost less than One Dollar ($1.00) per square foot of the following criteria improved portions of the Premises (a “Cosmetic Alteration”): excluding warehouse square footage) and do not (1i) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from affect the exterior of the Premises Building or Building; outside areas (3or be visible from adjoining sites), or (ii) will not adversely affect or penetrate any of the Building Systems, Common Areas or structure structural portions of the Building; and , including but not limited to the roof, or (4iii) costs less than $50,000.00 require any change to the basic floor plan of the Premises or any change to any structural or mechanical systems of the Premises, or (iv) fail to comply with any applicable governmental requirements or require any governmental permit as a prerequisite to the construction thereof, or (v) result in the aggregatePremises requiring building services beyond the level normally provided to other tenants, or (vi) interfere in any manner with the proper functioning of, or Landlord's access to, any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the Building, or (vii) diminish the value of the Premises including, without limitation, using lesser quality materials than those existing in the Premises, or (viii) alter or replace Standard Improvements. Landlord may impose any condition to its consent, including but not limited to a requirement that the installation and/or removal of all Alterations and Replacements be covered by a lien and completion bond satisfactory to Landlord in its sole and absolute discretion and requirements as to the manner and time of performance of such work. Landlord shall in all events, whether or not Landlord's consent is required, have the right to approve the contractor performing the installation and removal of Alterations and Replacements and Tenant shall not permit any contractor not approved by Landlord to perform any work on the Premises or on the Building. Tenant shall give obtain all required permits for the installation and removal of Alterations and Replacements and shall perform the installation and removal of Alterations and Replacements in compliance with all applicable laws, regulations and ordinances, including without limitation the Americans with Disabilities Act, all covenants, conditions and restrictions affecting the Project, and the Rules and Regulations as described in Article XVII Tenant understands and agrees that Landlord not less than shall be entitled to a supervision fee in the amount of five percent (5%) Business Days’ notice prior of the cost of the Alterations. Under no circumstances shall Tenant make any Alterations or Replacements which incorporate any Hazardous Materials, including without limitation asbestos-containing construction materials into the Premises, the Building or the Common Area. If any governmental entity requires, as a condition to performing any Cosmetic Alterationproposed Alterations by Tenant, that improvements be made to the Common Areas, and if Landlord consents to such improvements to the Common Areas (which notice shall contain a description consent may be withheld in the sole and absolute discretion of Landlord), then Tenant shall, at Tenant's sole expense, make such Cosmetic Alteration along required improvements to the Common Areas in such manner, utilizing such materials, and with such plans contractors, architects and specifications, if any, prepared engineers as Landlord may require in connection therewithits sole and absolute discretion. Without limiting the foregoing, all such Cosmetic Any request for Landlord's consent to any proposed Alterations shall be subject made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to all Landlord. Landlord may elect to cause its architect to review Tenant's architectural plans, and the reasonable cost of that review shall be reimbursed by Tenant. Should the work proposed by Tenant and consented to by Landlord modify the basic floor plan of the terms and conditions of this Section 7.3. Prior to making any AlterationsPremises, Tenantthen Tenant shall, at its expense, furnish Landlord with as-built drawings and CAD disks compatible with Landlord's systems and standards. Unless Landlord otherwise agrees in writing, all Alterations made or affixed to the Premises, the Building or to the Common Area (excluding moveable trade fixtures and furniture), including without limitation all Tenant Improvements constructed pursuant to the Work Letter (except as otherwise provided in the Work Letter), shall (i) excepting only for Cosmetic Alterationsbecome the property of Landlord and shall be surrendered with the Premises at the end of the Term; except that Landlord may, submit by notice to Landlord for its approvalTenant given either prior to or following the expiration or termination of this Lease, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect require Tenant to any Alteration affecting any Building System, evidence that remove by the proposed Alteration has been designed byExpiration Date, or reviewed and approved bysooner termination date of this Lease, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days following notice to Tenant mat such removal is required if notice is given following the Expiration Date of receipt sooner termination, all or any of such the Alterations installed either by Tenant or by Landlord at Tenant's request.
, including without limitation all Tenant Improvements constructed pursuant to the Work Letter (b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In additionexcept as otherwise provided in the Work Letter), Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to repair any damage to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all LawsPremises, the terms of this Lease Building or the Common Area arising from that removal and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in restore the Premises and/or the Building, if, in Landlord’s sole judgment, to their condition prior to making such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (aA) Except as provided in Section 3.4 hereof, Tenant shall ------------ not make any Alterations without Landlord's prior consent. Landlord shall not unreasonably withhold, condition or perform delay its consent to any proposed nonstructural Alterations, provided that such Alterations (i) are not visible from the outside of the Building, (ii) do not affect any part of the Building other than the Premises or require any alterations, installations, improvements, additions or improvements (collectively, “Alterations”) other physical changes to be performed in or made to any portion of the Premises Building or the Real Property other than the Premises, (iii) do not adversely affect any service required to be furnished by Landlord to Tenant or to any other tenant or occupant of the Building, (iv) do not affect the proper functioning of any Building System, and (v) do not affect the certificate of occupancy for the Building or the Premises. Landlord shall not be deemed to be unreasonable with respect to withholding its consent to any proposed nonstructural Alteration which meets the criteria set forth in this Section 3.1(A) if the Lessor or Mortgagee, as the case may be, shall withhold its consent.
(B) (1) Prior to making any Alterations, including, without limitation, the Initial Alterations, Tenant shall (i) submit to Landlord detailed plans and specifications (including layout, architectural, mechanical and structural drawings) for each proposed Alteration and shall not commence any such Alteration without first obtaining Landlord's approval of such plans and specifications (except with respect to any nonstructural Alterations referred to in Section 3.4 hereof for which Landlord's approval is not required or with respect to any Alterations of such a scope that plans and specifications are not required by any Requirement and would not be customarily required in accordance with good construction practice), which, in the prior written consent case of Landlord nonstructural Alterations which meet the criteria set forth in each instanceSection 3.1(A) above, which consent shall not be unreasonably withheld, conditioned, conditioned or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) at Tenant's expense, obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed AlterationGovernmental Authorities, it being agreed that all filings with Governmental Authorities to obtain such permits, approvals and furnish copies thereof to certificates shall be made, at Tenant's expense, by a Person designated by Landlord, and (iii) furnish to Landlord duplicate original policies or certificates thereof of worker’s 's compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s Tenant's contractors and subcontractors in connection with such Alteration) and commercial general comprehensive public liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably requireapprove, naming LandlordLandlord and its agents, L▇▇▇▇▇▇▇’s managing agent, any Lessor and any Mortgagee Mortgagee, as additional insureds. Upon completion of such Alteration, Tenant, at Tenant's expense, shall obtain certificates of final approval of such Alteration required by any Governmental Authority and shall furnish Landlord with copies thereof, together with the "as- built" plans and specifications for such Alterations, it being agreed that all filings with Governmental Authorities to obtain such permits, approvals and certificates shall be made, at Tenant's expense, by a Person designated by Landlord. All Alterations shall be made and performed substantially in accordance with the plans and specifications therefor as approved by Landlord (to the extent such plans and specifications are required to be delivered to Landlord for approval as provided herein), all Requirements, the Rules and Regulations, and all rules and regulations relating to Alterations promulgated by Landlord in its reasonable judgment. All materials and equipment to be incorporated in the Premises as a result of any Alterations or a part thereof shall be first quality and no such materials or equipment (other than Tenant's Property) shall be subject to any lien, encumbrance, chattel mortgage or title retention or security agreement. In addition, no Alteration shall be undertaken prior to Tenant's delivering to Landlord either (i) a performance bond and labor and materials payment bond (issued by a surety company and in form reasonably satisfactory to Landlord), each in an amount equal to one hundred twenty percent (120%) of the cost of such Alteration (as reasonably estimated by Landlord's architect, engineer, or contractor), or (ii) such other security as shall be reasonably satisfactory to Landlord or required by any Mortgagee or Lessor. If, as a result of any Alterations performed by Tenant, including, without limitation, the Initial Alterations, any alterations, installations, improvements, additions or other physical changes are required to be performed or made to any portion of the Building or the Real Property other than the Premises in order to comply with any Requirement(s), which alterations, installations, improvements, additions or other physical changes would not otherwise have had to be performed or made pursuant to applicable Requirement(s) at such time, Landlord, at Tenant's sole cost and expense, may perform or make such alterations, installations, improvements, additions or other physical changes and take such actions as Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations deem reasonably necessary and Tenant, within ten (10) days of receipt of after demand therefor by Landlord, shall provide Landlord with such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium security as Landlord may reasonably require), using such naming conventions as Landlord may shall reasonably require, and computer media in an amount equal to one hundred twenty percent (120%) of the cost of such record drawings and specifications in a format acceptable to alterations, installations, improvements, additions or other physical changes, as reasonably estimated by Landlord.
(c's architect, engineer or contractor. All Alteration(s) All Alterations requiring the consent of Landlord shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with under the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors supervision of an independent licensed architect approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, demolition and packing debris by volume.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Sources: Lease Agreement (Musicmaker Com Inc)
Alterations. 10.1 Landlord shall construct initial improvements in the Premises in accordance with Exhibit B (a) Tenant shall including Schedule I to Exhibit B). It is understood and agreed that, except as provided in the preceding sentence, Landlord will not make make, and is under no obligation to make, any structural or perform any other alterations, additions decorations, additions, improvements or improvements changes (collectively, “Alterations”) in or to the Premises or the Building except as otherwise expressly provided in this Lease. After the completion of an Alteration in accordance with the terms of this Lease, such Alteration will be deemed to be part of the “Premises” and the “Building”.
10.2 Tenant shall not make or permit anyone to make any Alterations in or to the Premises or the Building, without first obtaining the prior written consent of Landlord. Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayedwithhold its consent to any Alteration which Tenant may desire to make to the Premises; provided, however, that Landlord shall retain sole and absolute discretion to withhold its consent to any Structural Alteration (defined below) that is not approved by the holder of any Mortgage (if such holder of any Mortgage has approval rights), or which may, in the opinion of Landlord (i) be visible from outside the Premises (other than Tenant’s signage and exterior door approved by Landlord pursuant to Section 11.1 below), or (ii) exceed the capacity of, hinder the effectiveness of, interfere with, or will adversely affect the Building Structure and Systems of the Premises or the Building. Notwithstanding the preceding sentence, Landlord shall not unreasonably withhold, condition or delay consent to a Structural Alteration that (i) does not affect the exterior appearance of the Building, (ii) does not adversely impact any other tenant’s use or occupancy of such tenant’s premises, (iii) does not require a building permit, and (iv) costs less than $25,000 in the aggregate. “Structural Alterations” shall be deemed to be any Alterations that will necessitate any changes, replacements or additions to the Building Structure and Systems, exterior wall systems, columns, roof, beams (including load-bearing elements) or floors of the Premises or the Building. Tenant shall have the right to install an exterior door at street level on the corner of 7▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ in a location reasonably acceptable to Landlord (with Landlord hereby approving the location shown on Exhibit Q), provided that such installation shall comply with the provisions of this Lease pertaining to Structural Alterations (but excluding Landlord’s approval). Landlord shall either approve or disapprove any proposed Alteration within ten (10) business days after receiving such written request together with all supporting materials required by Landlord to evaluate such request, and, in the case of Landlord’s disapproval, Landlord shall specify its reasons for such disapproval. Notwithstanding the foregoing, such ten (10) business day period may be extended from time to time by written notice from Landlord for a reasonable period of time (not to exceed an additional ten (10) business days) if the proposed Alteration will require review by outside third parties. If Landlord fails to notify Tenant in writing (the “Landlord Approval Notice”) whether or not Landlord will consent to such proposed Alteration within such ten (10) business day period (as the same may have been extended by Landlord from time to time as provided above), and thereafter Tenant delivers written notice (“Alteration Response Failure Notice”) to Landlord of such failure, which Alteration Response Failure Notice shall bear a bold-typed, capitalized legend stating “YOU SHALL BE DEEMED TO HAVE APPROVED THE ALTERATIONS DESCRIBED IN THIS NOTICE IF YOU FAIL TO RESPOND WITHIN FIVE (5) BUSINESS DAYS FROM THE DATE OF THIS LETTER,” and Landlord fails to respond to such Alteration Response Failure Notice within such five (5) business day period, Landlord shall be deemed to have approved such Alteration described in such Alteration Response Failure Notice. Notwithstanding the foregoing, Landlord’s consent shall not be required for any Alterations of a purely decorative nature (e.g., paint, carpet and other floor and wall coverings), provided that such decorative Alteration that satisfies all of the following criteria is replacing materials with like-materials (each, a “Cosmetic Alteration”): ). Any Alterations made by Tenant shall be made: (1a) is of in a cosmetic nature such as paintinggood, wallpaperingworkmanlike, hanging pictures, first-class and installing carpetingprompt manner; (2b) is not visible from the exterior of the Premises or Buildingusing new materials only; (3c) will by contractors and subcontractors that have been approved in writing by Landlord, such approval not adversely affect to be unconditionally withheld, conditioned or delayed, on days, at times and under the Building Systems, Common Areas or structure supervision of the Buildingan architect approved in writing by Landlord (not including Cosmetic Alterations); and (4d) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along accordance with such plans and specifications, if any, specifications prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject by an engineer or architect reasonably acceptable to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its expense, shall Landlord (i) excepting only for excluding Cosmetic Alterations, submit to Landlord for its approvalin which case in accordance with a reasonably detailed written description prepared by Tenant), detailed which plans and specifications shall be approved in writing by Landlord (“Plans”provided that Tenant shall pay as additional rent hereunder any reasonable out-of-pocket third party costs incurred by Landlord or the holder of any Mortgage in reviewing and approving such Alteration) for (not including Cosmetic Alternations); (e) in accordance with all Laws and the requirements of any insurance company insuring the Building or any portion thereof; (f) after having obtained any required consent of the holder of any Mortgage, so long as the holder of any Mortgage has consent rights (provided such proposed Alteration, consent shall not required in the case of only Cosmetic Alterations); (g) after obtaining public liability and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance policies reasonably approved in writing by Landlord, which policies shall cover every person who will perform any work with respect to such Alteration; and (covering h) if the Alteration is reasonably anticipated to cost in excess of $500,000, upon request, after Tenant has delivered to Landlord documentation reasonably satisfactory to Landlord evidencing Tenant’s financial ability to complete the Alteration in accordance with the provisions of this Lease. During the construction of any Alterations, Tenant shall obtain and deliver to Landlord partial or conditional lien waivers reasonably acceptable to Landlord from all persons contractors, subcontractors, laborers and material supplies for any work, labor and services to be employed by Tenant, performed and T▇▇▇▇▇’s contractors and subcontractors materials to be furnished in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agentany Alterations, and Tenant shall obtain and deliver to Landlord final lien waivers reasonably acceptable to Landlord upon completion of any Mortgagee as additional insuredssuch Alterations. Landlord If any lien (or a petition to establish such lien) is filed in connection with any Alteration, such lien (or petition) shall respond to any request be discharged by Tenant for Landlord’s approval of any proposed Alterations within ten (10) business days thereafter, at Tenant’s sole cost and expense, by the payment thereof or by the filing of receipt a bond acceptable to Landlord. If Landlord gives its consent to the making of any Alteration, such consent shall not be deemed to be an agreement or consent by Landlord to subject its interest in the Premises or the Building to any liens which may be filed in connection therewith. For each Alteration other than a Cosmetic Alteration, Tenant shall be responsible for the payment to Landlord of an oversight construction management fee in the amount not to exceed one percent (1%) of Tenant’s hard costs of such requestwork. Promptly after the completion of an Alteration, Tenant at its expense shall deliver to Landlord three (3) sets of accurate as-built drawings or a complete “CAD” file showing such Alteration in place. Tenant shall reimburse (as additional rent) Landlord, its employees and agents for, and shall indemnify, defend upon request and hold them harmless from and against, all costs, damages, claims, liabilities, expenses (including attorneys’ fees), losses, penalties and court costs suffered by or claimed against them, directly or indirectly, based on or arising out of in whole or in part, the construction or installation of Alterations.
(b) 10.3 If any Alterations other than Cosmetic Alterations are made without the prior written consent of Landlord, and Tenant shall obtain all building permits fails to diligently prosecute to completion removal and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval correction of such Alterations as and restoration of the Premises and Building to the extent required by any governmental authority. Not later than their condition immediately prior thereto within thirty (30) days after issuance written notice from Landlord (provided that no such cure period shall apply in the event of an emergency or if the Lease Term has expired), Landlord shall have the right at Tenant’s expense to remove and correct such Alterations and restore the Premises and the Building to their condition immediately prior thereto. All Alterations to the Premises or the Building made by either party shall immediately become the property of Landlord and shall remain upon and be surrendered with the Premises as a part thereof at the expiration or earlier termination of the Lease Term; provided, however, that (a) if there shall be no Event of Default continuing under this Lease, then Tenant shall have the right to remove, prior to the expiration or earlier termination of the Lease Term, all movable furniture, furnishings and equipment installed in the Premises solely at the expense of Tenant, and (b) Tenant shall remove all Required Removables (hereinafter defined) and any other Alterations and other items in the Premises or the Building (including all cabling and wiring) which Landlord designates in writing for removal at the time Landlord consents to the installation of such permits Alteration. Movable furniture, furnishings and trade fixtures shall be deemed to exclude without limitation any item the removal of which might cause damage to the Premises or approvalsthe Building or which would normally be removed from the Premises with the assistance of any tool or machinery other than a dolly. Notwithstanding the foregoing, Tenant shall deliver copies thereof not be required to remove Alterations consisting of standard buildout items that are typically installed by similar tenants in other first class office buildings in the vicinity of the Building, but Tenant shall be required to remove the following (each a “Required Removable”): (A) any vault, interior stairwells, raised flooring, file storage systems, generators, UPS, antennae and server racks, (B) all telephone and data cabling installed by or on behalf of Tenant as part of the Tenant’s Work performed pursuant to Exhibit B and any future telephone and data cabling installed by or on behalf of Tenant or Tenant’s subtenants, licensees or assignees (collectively, “Cabling”) whether such Cabling is located in the Premises or elsewhere in the Building (it being agreed that Tenant shall have no right to install Cabling outside of the Premises without obtaining Landlord’s prior written consent, provided that Tenant shall be entitled to reasonable use of the Building risers), which may be granted or withheld in Landlord’s sole discretion); (C) any and all corporate restroom or shower facilities, (D) kitchen and cafeteria facilities (but excluding kitchenette or pantry-type facilities, i.e., small facilities that typically contain one standard-sized refrigerator, dishwasher, microwave, sink, and/or coffee maker without any material food preparation areas) within the Premises, and (E) all of Tenant’s specialized emblems and signage within or on the exterior of the Premises and the Building. Tenant shall repair and restore any damage to the Premises caused by such removal, and if Tenant fails to do so Landlord shall have the right at Tenant’s expense to repair all damage and injury to the Premises or the Building caused by such removal. If such furniture, furnishings and equipment are not removed by Tenant prior to the expiration or earlier termination of the Lease Term, the same shall at Landlord’s option become the property of Landlord and shall be surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right at Tenant’s expense to remove from the Premises such furniture, furnishings and equipment, all Required Removables and any Alteration (excluding Alterations that are typical building standard items) which Landlord designates in writing for removal at the time of approval of the Alteration. If Tenant fails to return the Premises to Landlord as required by this Section, then Tenant shall pay to Landlord, as additional rent, all costs incurred by Landlord in effecting such return.
(a) Tenant shall have the right from time to time to install security cameras within (i) the Premises, and (ii) in the exit stairwells of the Building on and between any floors of the Building so long as Tenant is leasing all of the rentable area on the floor above and below such area (i.e., for example, if Tenant is leasing the 6th, 7th and 8th floors, then Tenant may install such cameras in such stairwells on the 6th and 8th floors, and in between) without Landlord’s consent, provided that any such installation shall be accomplished in accordance with the terms of this Lease as if such installation was an Alteration hereunder (excluding Landlord’s consent). In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System have the right, with Landlord’s prior written consent (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval consent shall not be unreasonably withheld, conditioned or delayed) from time to time to install one (1) security camera outside the main entrance (i.e., in the common area) to the Premises on any floor in which Tenant is leasing less than the entire floor of the Building, so long as such camera is reasonably designed, installed and intended to be for the sole purpose of identifying persons entering such portion of the Premises (d) and not for monitoring the common areas outside of the Premises), provided that any such installation shall be accomplished in compliance accordance with all Laws, the terms of this Lease and all construction rulesas if such installation was an Alteration hereunder. Except as expressly provided in this Subsection (a), procedures and regulations adopted from time-to-time by Landlord. All materials and equipment Tenant shall be of first quality and at least equal not have any right to install security cameras in the then-applicable standards for Premises or the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agentBuilding.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails installs one or more security cameras pursuant to do sothe terms of this Section 10.4, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse then Landlord, as Additional Rent, on demand, for all costs its employees and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately.
(g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord agents shall not be liable to Tenant Tenant, any Invitee or any other party in connection with L▇▇▇▇▇▇▇’s approval person or entity for any damage (including indirect and consequential damage), injury, loss or claim (including claims for the interruption of any Plans, or L▇▇▇▇▇▇▇’s consent loss to Tenant’s performing any Alterations. If and to the extent business) based on or arising out of the existence, operation, use, monitoring, failure to monitor or resulting from any Alterations made by or on behalf of Tenantmatter related to such security cameras whatsoever, Landlord is required by an order or directive of a governmental authority and Tenant hereby waives any right it may have to make any alterations claim against Landlord related to the use, operation, existence, monitoring or improvements failure to monitor any part of the Building and/or the Building in order to comply with an applicable Law, such security cameras. Tenant shall payreimburse Landlord for (as additional rent), as Additional Rentand shall indemnify, defend upon request and hold Landlord harmless from and against all costs, damages, claims, liabilities, expenses (including reasonable attorneys’ fees and costs of litigation), losses, penalties and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed court costs suffered by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials claimed against Landlord from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of constructionthird parties, demolition and packing debris by volumedirectly or indirectly, based on or arising out of, in whole or in part, the use, operation, existence, monitoring, failure to monitor or any other matter related to such security cameras.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
Appears in 1 contract
Alterations. (a) A. Tenant shall not make make, or perform allow to be made, any alterations, additions physical additions, improvements or improvements partitions, including without limitation the attachment of any fixtures or equipment, in, about or to the Premises (collectively, “Alterations”) in or to the Premises excess of $2,500 without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall not be unreasonably withheldwithheld with respect to proposed Alterations which: (a) comply with all applicable Regulations; (b) are, conditionedin Landlord’s reasonable opinion, compatible with the Building or delayedthe Project and its mechanical, plumbing, electrical, heating/ventilation/air conditioning systems, and will not cause the Building or Project or such systems to be required to be modified to comply with any Regulations (including, without limitation, the Americans With Disabilities Act); and (c) will not interfere with the use and occupancy of any other portion of the Building or Project by any other tenant or its invitees. Specifically, but without limiting the generality of the foregoing, except as provided above, Landlord shall have the right of written consent for all plans and specifications for the proposed Alterations, construction means and methods, all appropriate permits and licenses, any contractor or subcontractor to be employed on the work of Alterations, and the time for performance of such work, and may impose rules and regulations for contractors and subcontractors performing such work. Tenant shall also supply to Landlord any documents and information reasonably requested by Landlord in connection with Landlord’s consideration of a request for approval hereunder. Tenant shall cause all Alterations to be accomplished in a first-class, good and workmanlike manner, and to comply with all applicable Regulations and Paragraph 27 hereof. Tenant shall atTenant’s sole expense, perform any additional work required under applicable Regulations due to Alterations hereunder. No review or consent by Landlord of or to any proposed Alteration or additional work shall constitute a waiver of Tenant’s obligations under this Paragraph 12, nor constitute any warranty or representation that the same complies with all applicable Regulations, for which Tenant shall at all times be solely responsible. Tenant shall reimburse Landlord for all costs which Landlord may incur in connection with granting approval to Tenant for any such Alterations, including any costs or expenses which Landlord may incur in electing to have outside architects and engineers review said plans and specifications, and shall pay Landlord an administration fee of fifteen percent (15%) if under $500 and eight percent (8%) if over $500of the cost of the Alterations as Additional Rent hereunder. All such Alterations shall remain the property of Tenant until the expiration or earlier termination of this Lease, at which time they shall be and become the property of Landlord; provided, however, that Landlord may, at Landlord’s consent shall not be required for any Alteration option, require that satisfies all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures, and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Cosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. Without limiting the foregoing, all such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, Tenant, at its Tenant’s expense, shall (i) excepting only for Cosmetic Alterations, submit to remove any or all Landlord for its approval, detailed plans and specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request non-authorized Alterations made by Tenant for Landlord’s approval and restore the Premises by the expiration or earlier termination of this Lease, to their condition existing prior to the construction of any proposed Alterations within ten (10) days of receipt of such request.
(b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Landlord non-authorized Alterations. In addition, Tenant shall, as All such removals and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the extent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant restoration shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or such other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications be accomplished in a format acceptable to Landlord.
(c) All Alterations shall be performed (a) in a first-class and good and workmanlike manner and free from defects, (b) excepting only with regard so as not to Cosmetic Alterations, substantially in accordance with the Plans approved by Landlord, (c) by contractors, subcontractors, engineers and vendors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal cause any damage to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials Premises or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent.
(d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms.
(e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable LawsProject whatsoever. If Tenant fails to do soremove such Alterations or Tenant’s trade fixtures or furniture or other personal property, Landlord may bondkeep and use them or remove any of them and cause them to be stored or sold in accordance with applicable law, insure over or otherwise discharge the lienat Tenant’s sole expense. In such eventaddition to and wholly apart from Tenant’s obligation to pay Tenant’s Proportionate Share of Operating Expenses, Tenant shall reimburse Landlordbe responsible for and shall pay prior to delinquency any taxes or governmental service fees, as Additional Rentpossessory interest taxes, fees or charges in lieu of any such taxes, capital levies, or other charges imposed upon, levied with respect to or assessed against its fixtures or personal property, on demandthe value of Alterations within the Premises, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees.
(f) Tenant shall not employon Tenant’s interest pursuant to this Lease, or permit the employment of, any contractor, mechanic or laborer, or permit increase in any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or foregoing based on such Alterations. To the Building by Landlord, Tenant extent that any such taxes are not separately assessed or others. If such interference or conflict occurs, upon L▇▇▇▇▇▇▇’s requestbilled to Tenant, Tenant shall cause pay the amount thereof as invoiced to Tenant by Landlord. Notwithstanding the foregoing, at Landlord’s option (but without obligation), all contractors, mechanics or laborers causing such interference or conflict to leave any portion of the Building immediately.
(g) Alterations shall be performed by Landlord for Tenant’s account and Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) pay Landlord’s review estimate of Plans the cost thereof (including review of requests a charge for approval thereofLandlord’s overhead and profit) and/or supervision of performance prior to commencement of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterationswork. In addition, if at Landlord’s election and notwithstanding the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00foregoing, however, Tenant shall pay to Landlord or the cost of removing any such Alterations and restoring the Premises to their original condition such cost to include a reasonable charge for Landlord’s managing agentoverhead and profit as provided above, a and such amount may be deducted from the Security Deposit or any other sums or amounts held by Landlord under this Lease.
B. In compliance with Paragraph 27 hereof, at least ten (10) business days before beginning construction supervision fee in an amount equal to four percent (4%) of any Alteration, Tenant shall give Landlord written notice of the total project cost expected commencement date of that construction to permit Landlord to post and record a notice of non-responsibility. Upon substantial completion of construction, if the law so provides, Tenant shall cause a timely notice of completion to be recorded in connection therewiththe office of the recorder of the county in which the Building is located. At Landlord’s requestWithin thirty (30) days following substantial completion of any Alteration, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred two (2) complete sets of as-built drawings certified by Tenant in designing and constructing any Alterations.
(h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord.
(i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements.
(j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage.
(k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) as being true and correct, which certification shall survive the expiration or termination of construction, demolition and packing debris by volumethis Lease.
(l) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall use products meeting the following criteria: (a) adhesives, sealants and sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (b) interior paints and coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has less than 50g/L VOC.
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