Common use of Condition of Subleased Premises Clause in Contracts

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 2 contracts

Sources: Sublease (Verve Therapeutics, Inc.), Sublease (Verve Therapeutics, Inc.)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination shall maintain and inspection of repair the Subleased Premises and is familiar in a manner consistent with Sublandlord’s obligations under the condition of every part thereofLease. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver have the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received right to enter the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation time to do any work in order time upon reasonable prior notice to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, during normal business hours and escorted by Subtenant (iv) if Subtenant makes such escort reasonably available). Sublandlord’s right of entry shall include the Subleased Premises are right of inspection to confirm that Subtenant is in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report compliance with respect to the Subleased Premises prepared by Ramboll US Corporation all applicable maintenance and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results repair obligations set forth in the Decommissioning ReportLease. Sublandlord represents and warrants to Subtenant In the event that Sublandlord has not physically occupied the Subleased Premises at determines, in Sublandlord’s reasonable opinion, that Subtenant is in default of any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, maintenance and/or repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor obligation set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with such default may incur liability to Sublandlord upon the terms surrender of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or earlier termination of the TermLease (a “Required Repair Item”), then Sublandlord shall have the right to notify Subtenant of any such Required Repair Items. Subtenant shall be obligated to cure such Required Repair Items within thirty (30) days of such notice from Sublandlord, or, if such Required Repair Items cannot be reasonably completed in such thirty (30) day period, such longer period as reasonably necessary to cure such Required Repair Items, so long as Subtenant has commenced such cure and diligently pursues such cure to restore completion. In no event shall Sublandlord’s rights hereunder impose any additional and/or greater repair or maintenance standards from those set forth in the Lease. In the event Subtenant fails to cure such Required Repair Items as set forth above, then such failure shall be deemed a default under this Sublease, entitling Sublandlord to exercise any of its rights and remedies herein, including, without limitation, the self help rights set forth in Section 6(b) above. (b) Upon the expiration or earlier termination of this Sublease, Subtenant shall (i) return the Subleased Premises to its Sublandlord in the condition prior to such alterationsrequired by the Lease, installationsnormal wear and tear and damage by casualty or condemnation excepted, additions or improvements. and (dii) During in accordance with the Term terms of the SubleaseLease, remove all personal property and subject equipment (other than fixtures but including trade fixtures) from the Subleased Premises required to Prime Lessor’s consentbe removed from the Subleased Premises in accordance with the Lease. Upon such expiration, Sublandlord and Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet shall schedule a walk-through of the Subleased Premises to determine whether Subtenant has complied with its obligation to surrender as allocated to set forth above. Sublandlord pursuant to Section 10 shall notify Subtenant of any perceived noncompliance at the time of the Prime Lease. Such parking use by walk-through, or Sublandlord shall be estopped from attempting to charge Subtenant shall, subject to Prime Lessor’s consent, be at for the same cost per space at a later date. Sublandlord may forthwith re-enter the Subleased Premises following notice to Subtenant and repossess itself thereof and remove all persons and effects therefrom, using such force as charged may be reasonably necessary without being guilty of forcible entry, detainer, trespass or other tort. Subtenant’s obligation to Sublandlord from time to time pursuant to observe or perform these covenants shall survive the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 expiration or other termination of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useSublease Term.

Appears in 2 contracts

Sources: Contribution and Distribution Agreement (Xpedx Holding Co), Contribution and Distribution Agreement (Xpedx Holding Co)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination thoroughly inspected and inspection of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or examined the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received has elected to sublease the Subleased Premises from Prime Lessor Sublandlord under the terms of this Sublease on a strictly “AS IS” and “with all faults” basis, and acknowledges that Sublandlord shall have has no obligation to do make any work improvements or provide any furnishings or equipment to Subtenant in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenantconnection therewith, and (iv) the Subleased Premises are except that Sublandlord shall provide an allowance as described in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning ReportSection 7 below. Sublandlord represents and warrants to Subtenant that on the Sublease Commencement Date, all systems, fixtures, and equipment located within the Subleased Premises and/or servicing the Subleased Premises shall be in good working order. Sublandlord hereby represents and warrants to Subtenant that, to Sublandlord’s knowledge as of the date of this Sublease, without investigation, Sublandlord has not physically occupied received any notices from governmental authorities that the Subleased Premises at Premises: (i) are in violation of any timeenvironmental law, including from and after the date (ii) are in violation of the Decommissioning Reportrequirements of the Americans with Disabilities Act with respect to access to the Subleased Premises, and (iii) are subject to any enforcement or correction order(s) issued by any governmental authority in connection with the generation, use, storage, treatment, or disposal of Hazardous Materials. (b) During the Sublease Term, Subtenant shall keep and maintain be permitted to use the existing furniture located in the Subleased Premises, as more specifically shown on Exhibit D attached hereto (collectively, the furniture“Furniture”) at no additional cost to Subtenant. Sublandlord makes no representation or warranty regarding the suitability of the Furniture for Subtenant’s particular use and Subtenant acknowledges that such use is strictly on an “AS IS” basis, fixtures without any representation or warranties, express or implied or statutory, of any kind whatsoever by Sublandlord and equipment therein without recourse against Sublandlord. Upon the expiration of the Sublease Term, Subtenant shall surrender the Furniture to Sublandlord in the original condition received, ordinary wear and tear and damage due to casualty excepted. Subtenant acknowledges that the items listed as “Excluded Assets” on Exhibit E attached hereto will not be included in the Furniture provided to Subtenant, and shall be removed from the Subleased Premises prior to the Sublease Commencement Date. (c) Subject to Section 6(a) above, by taking possession of the Subleased Premises, Subtenant acknowledges that the Subleased Premises are in a tenantable and good condition. Subtenant shall not make any alterations, additions or improvements to the Subleased Premises without first obtaining the written consent of Sublandlord and, if required by the Master Lease, of Master Landlord; provided, however, that by execution of this Sublease, Sublandlord shall be deemed to have approved the Sublease Alterations as more particularly described in Exhibit C attached hereto. Subject to the Allowance described in Section 7 below, any approved alterations, additions or improvements to the Subleased Premises shall be made by Subtenant at Subtenant’s sole cost and expense, and otherwise upon all applicable terms and conditions of the Master Lease (including any removal and restoration obligations) and this Sublease. Sublandlord agrees that Subtenant shall be allowed to perform the Sublease Alterations (as defined in Section 7 below) in the Subleased Premises, subject to Sublandlord’s review and approval of the plans and specifications and the approval of Master Landlord to the extent required by the Master Lease. (d) Subject to Section 7 below, Subtenant understands and agrees that it shall be solely responsible for any and all costs, expenses and related liabilities to construct any of its alterations and any and all damages or other sums that may be due to Master Landlord under the terms of the Master Lease in connection with the Subtenant’s alterations including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage any restriction that may be required by fire Master Landlord as a condition to its consent or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if otherwise required pursuant to the terms of the Prime Lease, Prime Lessor, Master Lease and/or costs and then, only in compliance fully expenses associated with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore restoring the Subleased Premises to its condition prior to such alterationsagreed upon alterations and any other alterations if required under the terms of this Sublease. All alterations to be made by Subtenant are contingent upon Master Landlord’s prior written consent and all other requirements provided in the Master Lease. Subtenant shall indemnify, installations, additions or improvements. (d) During the Term of the Subleasedefend and hold Sublandlord harmless from and against, and subject shall reimburse Sublandlord for, any and all claims, losses, liabilities for damages, other than consequential damages, (including, without limitation, attorneys fees) resulting from any alterations to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of be performed to the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useSubtenant.

Appears in 2 contracts

Sources: Sublease (Natera, Inc.), Sublease (Natera, Inc.)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination shall maintain and inspection of repair the Subleased Premises and is familiar in a manner consistent with Sublandlord’s obligations under the condition of every part thereofLease. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver have the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received right to enter the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation time to do any work in order time upon reasonable prior notice to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, during normal business hours and escorted by Subtenant (iv) if Subtenant makes such escort reasonably available). Sublandlord’s right of entry shall include the Subleased Premises are right of inspection to confirm that Subtenant is in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report compliance with respect to the Subleased Premises prepared by Ramboll US Corporation all applicable maintenance and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results repair obligations set forth in the Decommissioning ReportLease. Sublandlord represents and warrants to Subtenant In the event that Sublandlord has not physically occupied the Subleased Premises at determines, in Sublandlord’s reasonable opinion, that Subtenant is in default of any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, maintenance and/or repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor obligation set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to which first arises after the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime LessorCommencement Date, and then, only in compliance fully with such default may incur liability to Sublandlord upon the terms surrender of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or earlier termination of the TermLease (a “Required Repair Item”), then Sublandlord shall have the right to notify Subtenant of any such Required Repair Items. Subtenant shall be obligated to cure such Required Repair Items within thirty (30) days of such notice from Sublandlord, or, if such Required Repair Items cannot be reasonably completed in such thirty (30) day period, such longer period as reasonably necessary to cure such Required Repair Items, so long as Subtenant has commenced such cure and diligently pursues such cure to restore completion. In no event shall Sublandlord’s rights hereunder impose any additional and/or greater repair or maintenance standards from those set forth in the Lease. In the event Subtenant fails to cure such Required Repair Items as set forth above, then such failure shall be deemed a default under this Sublease, entitling Sublandlord to exercise any of its rights and remedies herein, including, without limitation, the self help rights set forth above. (b) Upon the expiration or earlier termination of this Sublease, Subtenant shall (i) return the Subleased Premises to its Sublandlord in the condition prior to such alterationsrequired by the Lease, installationsnormal wear and tear and damage by casualty or condemnation excepted, additions or improvements. and (dii) During in accordance with the Term terms of the SubleaseLease, remove all personal property and subject equipment (other than fixtures but including trade fixtures) from the Subleased Premises required to Prime Lessor’s consentbe removed from the Subleased Premises in accordance with the Lease. Upon such expiration, Sublandlord and Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet shall schedule a walk-through of the Subleased Premises to determine whether Subtenant has complied with its obligation to surrender as allocated to set forth above. Sublandlord pursuant to Section 10 shall notify Subtenant of any perceived noncompliance at the time of the Prime Leasewalk-through. Such parking use by Sublandlord may forthwith re-enter the Subleased Premises following notice to Subtenant shalland repossess itself thereof and remove all persons and effects therefrom, subject using such force as may be reasonably necessary without being guilty of forcible entry, detainer, trespass or other tort. Subtenant’s obligation to Prime Lessor’s consent, be at observe or perform these covenants shall survive the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 expiration or other termination of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useSublease Term.

Appears in 2 contracts

Sources: Transaction Agreement (Graphic Packaging Holding Co), Transaction Agreement (International Paper Co /New/)

Condition of Subleased Premises. (a) Sublandlord subleases to Subtenant, and Subtenant hires from Sublandlord, the Subleased Premises, upon and subject to the terms and conditions herein set forth, in its “as is,” “where is,” “with all faults” condition on the Reference Date hereof, subject to normal wear and tear arising after the date hereof but nonetheless broom clean and with the fallen light fixture in the Subleased Premises repaired and re-installed. Without limiting the foregoing, Sublandlord shall not be required to make or pay or reimburse Subtenant for any Alterations (defined below), improvements, repairs or decorations to the Subleased Premises at the time possession is given to Subtenant or at any time during the Term of this Sublease, or any extension thereof. Sublandlord shall not be required to provide any allowance for any improvements, repairs, decorations, painting or carpeting. However, Sublandlord shall provide the Sublease Improvement Allowance Credit and the Steam Generator Allowance Credit as provided in Section 4(b)(ii) and Section 4(b)(iii), respectively. (b) Subtenant acknowledges that the Occupied Portion of Subleased Premises as shown in the Floor Plan are located within a larger area of space on the fifth (5th) floor of the Building within the Subleased Premises. Subtenant covenants and agrees that although Subtenant shall be in control of and responsible for the entire Subleased Premises shall not use or occupy any of the floor area within the larger area of space on the fifth (5th) floor of the Building outside of the Occupied Portion of Subleased Premises shown on the Floor Plan. Subtenant agrees that Sublandlord shall not be required to construct walls separating the Occupied Portion of Subleased Premises from the remainder of the Subleased Premises, either at the time possession is given to Subtenant or at any time during the Term of this Sublease. (c) Subtenant represents that it has thoroughly examined the Subleased Premises, base building systems serving the Subleased Premises (including but not limited to, HVAC, electrical, plumbing and life safety), laboratory equipment and the Licensed Property. Subtenant further acknowledges that except as otherwise expressly set forth in this Sublease, no representation or warranty, either express or implied, written or oral, has been made by Sublandlord with respect to the condition of the Subleased Premises, or caused to be made a thorough examination and inspection any of the other personal property, fixtures or equipment within the Subleased Premises or the suitability of the Subleased Premises for any use or purpose by Subtenant, all of which are accepted by Subtenant “as is,” “where is,” “with all faults.” (d) Subtenant acknowledges that Sublandlord has made available, as a courtesy only, following Subtenant’s request therefore a certain decommissioning report for Subtenant’s review, which report may incorporate or refer to documents, files, materials, data and is familiar information relating to the decommissioning of the laboratory and vivarium equipment and facilities within the Subleased Premises (collectively, together with the condition of every part thereofsuch report, “Decommissioning Information”). Subtenant acknowledges and agrees thatthat the Decommissioning Information has been provided to Subtenant on the conditions that Subtenant shall not be entitled to rely thereon, except that such Decommissioning Information shall not be deemed to constitute a representation or warranty of any kind whatsoever and that any reliance thereon shall be at Subtenant’s sole risk. Notwithstanding that Sublandlord has disclosed the Decommissioning information to Subtenant, Subtenant agrees that Sublandlord is not and shall not be obligated to provide, compile, prepare, formulate or update any documents, files, materials, data and information relating to the operation or decommissioning of the laboratory and vivarium equipment and facilities or any privileged or confidential information or attorney- client communications or attorney work product. In the event Subtenant receives any such information, Subtenant shall keep such information strictly confidential. Nothing in this Section 3(d), however, shall diminish any obligations of Subtenant in any separate confidentiality agreement. The receipt by Subtenant of the Decommissioning Information or any other information from Sublandlord shall not constitute (or be deemed to constitute) a waiver of any confidentiality or privilege applicable to such information and Sublandlord may assert at any time such confidentiality or privilege with respect to such information notwithstanding that Subtenant received information. Subtenant further acknowledges, and agrees that Decommissioning Information or other information may have been prepared by parties other than Sublandlord, that Sublandlord makes no representation or warranty whatsoever, express or implied, as expressly provided hereinto the completeness, content, validity or accuracy thereof and that Sublandlord has not made any independent investigation or verification of any such Decommissioning Information. Subtenant forever and irrevocably releases Sublandlord, its affiliates and each of their respective officers, directors, employees, affiliates, representatives and agents from any and all claims, demands, causes of action, judgments, losses, damages, liabilities, costs and expenses (including without limitation attorney’s fees whether suit is instituted or not), whether known or unknown, liquidated or contingent arising out of (i) it enters into Decommissioning Information or opinions made or furnished by or on behalf of Sublandlord (except only for any representations of Sublandlord that are expressly set forth in this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased PremisesAgreement), (ii) no rightsany information contained in, easements omitted from, or licenses are acquired that should have been contained in, the Decommissioning Information, or any information which was not disclosed by Subtenant by implication Sublandlord whether or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use not requested by Subtenant, and (iviii) failure or refusal by Sublandlord to disclose or provide Decommissioning Information or opinions. Subtenant agrees that it shall rely solely upon Subtenant’s own investigations into and of the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean the laboratory and in good order, repair vivarium equipment and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to facilities within the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only Premises) in compliance fully with the terms its evaluation of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvementsPremises. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 2 contracts

Sources: Sublease Agreement (Genocea Biosciences, Inc.), Sublease Agreement (Genocea Biosciences, Inc.)

Condition of Subleased Premises. (a) The Subtenant represents that it has made or caused to be made a thorough examination examined and inspection of the Subleased Premises and is familiar with knows the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) hereby acknowledges that the Subleased Premises are in satisfactory conditiongood order and repair and acceptable to him, subject to the Renovation Work (as 5 defined below) to be performed by Tenant pursuant to Section 11 below. Notwithstanding Subtenant expressly acknowledges that it is accepting possession of the foregoingSubleased Premises in an "As Is, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect Where Is" condition without any warranties, express or implied, and without Tenant being required to make any alterations, improvements, repairs or decorations whatsoever to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (either at the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants time possession is delivered to Subtenant that Sublandlord has not physically occupied or during the entire term of this Sublease except for the Renovation Work. Subtenant agrees to keep the Subleased Premises at any timein good repair, including order and condition in compliance with the Lease, and to yield up the Subleased Premises in such condition. Upon the termination or expiration of this Sublease, Subtenant will remove all of Subtenant's property from and after the Subleased Premises on or before the expiration or termination date an deliver possession of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) thoroughly clean and in good order, repair and condition, except for reasonable wear and tear excepted, and damage by fire or other casualty or condemnation. To in compliance with the extent agreed to by Prime Lessor, Subtenant shall Lease and such reasonable conditions as may be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as by Tenant. Subtenant will be liable for any damages Tenant may suffer due to Prime Lessor’s obligation Subtenant's failure to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to leave the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to condition required under this Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use10.

Appears in 1 contract

Sources: Sublease Agreement (MHM Services Inc)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise to Subtenant in the following condition which Sublandlord received at Sublandlord's sole cost and expense: (a) Any asbestos in the Subleased Premises from Prime Lessor and or in any riser/shaft or roofing material required for Subtenant's conduit, telecommunication entrances or equipment shall be removed in compliance with all applicable laws at Sublandlord's expense. If such asbestos cannot be removed, all such asbestos shall be abated in compliance with all applicable laws at Sublandlord's expense. (b) Notwithstanding any construction by or on behalf of Subtenant, throughout the Term of this Sublease, Sublandlord shall have no obligation keep the Building, including the roof, in good order and repair at Sublandlord's sole cost and expense, unless any damage to do any work the Building is caused by Subtenant or its employees, agents, contractors, licensees, or invitees or Subtenant's Telecommunications Customers, in order which case Subtenant shall, at Subtenant's sole cost and expense, promptly repair such damage to make Sublandlord's satisfaction. To the Subleased Premises suitable best of Sublandlord's knowledge, the Building and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory conditioncompliance with all applicable laws, codes and ordinances. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to If the Subleased Premises prepared and the Building are not in compliance with such laws, codes and ordinances then Sublandlord shall promptly cure any such non-compliance, at Sublandlord's sole cost and expense, unless such non-compliance is caused by Ramboll US Corporation Subtenant or its employees, agents, contractors, licensees, or invitees or Subtenant's Telecommunications Customers, in which case Subtenant shall, at Subtenant's sole cost and dated March 17expense, 2020 (the “Decommissioning Report”) promptly cure such non-compliance. Subtenant represents to Sublandlord that it has examined and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain inspected the Subleased Premises, the furniture, fixtures found them to be satisfactory for Subtenant's use and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and accepts them in good order, repair and their "as is" condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking uselatent defects.

Appears in 1 contract

Sources: Sublease Agreement (Net2000 Communications Inc)

Condition of Subleased Premises. (a) Subtenant Sublessee represents that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant Sublessee agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by SublandlordSublessor, its agents, representatives, employees employees, servants or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant Sublessee by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord Sublessor shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by SubtenantSublessee other than ensuring that all building systems serving the Subleased Premises are in good working order, decommissioning the Lab Space in accordance with local and state regulations, and performing any of the demising work if required by code to prepare the Subleased Premises for Sublessee's use and occupancy including "patch" and paint work, limited to repair and painting of damaged wall areas, for the Office Space and replacing ceiling tiles where needed in the Lab Space (collectively "Sublessor's Work") which Sublessor shall perform at its expense, and (iv) the Subleased Premises are in satisfactory condition. Sublessor shall deliver the Subleased Premises to Sublessee in broom clean condition and with all building systems serving the Subleased Premises in good working order. If Sublessor has not completed Sublessor's Work by July 1, 2005, Sublessee shall have the right to terminate this Sublease by sending written notice to Sublessor. The taking of possession by Sublessee of the Subleased Premises or any portion thereof delivered by Sublessor to Sublessee shall be conclusive evidence as against Sublessee, that, at the time such possession was so taken, the Subleased Premises or such portion thereof were in good and satisfactory condition. Following the completion of the Improvement Work, Sublessee shall make no alterations, installations, removals, additions or improvements in or to the Subleased Premises or any other portion of the Building except with the written consent of Sublessor (excluding cosmetic alterations in the Subleased Premises that do not affect the Building's structure or base building systems and cost no more than $50,000.00 in the aggregate for a single project), which consent Sublessor shall grant or deny within fifteen (15) business days of such request and the written consent of Prime Lessor in accordance with Section 5.9 of the Prime Lease. Notwithstanding the foregoing, Subtenant Sublessor hereby approves Sublessee's improvement work (the "Improvement Work") as set forth on Exhibit C attached hereto; provided, however, Sublessee acknowledges receipt from that it must still obtain Prime Lessor Lessor's consent to such Improvement Work in accordance with Section 5.9 of the Prime Lease. Sublessee's contractor(s) shall perform the Improvement Work in compliance with the provisions of Section 5.9 of the Prime Lease. Any work shall be done in accordance with the plans and specifications submitted to and approved by Sublessor and Prime Lessor, except that Sublessor will not need to approve plans and specifications for minor non-structural modifications that do not affect the Building's structure or base building systems, provided that Sublessee must still obtain Prime Lessor's approval of the plans and specifications. No structural alterations shall be done. All such minor, non-structural modifications made by Sublessee shall be done at Sublessee's sole cost and expense in a decommissioning report good and workmanlike manner using new materials of first-class quality consistent with respect to the style and finish of the Subleased Premises. Sublessee shall secure all necessary permits in advance of commencement of any work and shall keep the Subleased Premises prepared free of any mechanics or other liens and shall hold Sublessor and Prime Lessor harmless from any loss, cost or damage arising out of any work done by Ramboll US Corporation and dated March 17, 2020 (Sublessee or its agents or contractors. Sublessee shall have the “Decommissioning Report”) and has accepted right to use its own contractor so long as said Contractor complies with the results set forth requirements of the Prime Lease. All contractors working for Sublessee in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at shall be properly insured and shall provide certificates of insurance naming Sublessor and Prime Lessor as additional insureds prior to commencement of any time, including from and after the date of the Decommissioning Report. (b) Subtenant work. Sublessee shall keep and maintain the Subleased Premises, Premises and the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To Sublessee shall, at its sole cost and expense, decommission the extent agreed to by Prime LessorLab Space upon the Expiration Date or such earlier date upon which this Sublease may expire, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition canceled or improvement in or to the Subleased Premises or be terminated pursuant to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms or provisions of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvementsapplicable law. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease (BG Medicine, Inc.)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination and inspection of inspected the Subleased Premises and, subject only to Sublandlord’s completion of the Demising Work (as defined in the Work Letter attached hereto), accepts and is familiar agrees to accept the Subleased Premises in “as-is” and “where is” condition and with the condition all faults, without any representation or warranty of every part thereof. Subtenant agrees that, except any kind or nature whatsoever other than as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect obligation on the part of the Building or the Subleased PremisesSublandlord to modify, (ii) no rights, easements or licenses are acquired by Subtenant by implication improve or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver prepare the Subleased Premises broom-clean and otherwise for Subtenant’s occupancy except as set forth in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Work Letter attached hereto as Exhibit C. Notwithstanding the foregoing, Sublandlord represents that: (a) The Subleased Premises shall be delivered to Subtenant acknowledges receipt from Prime Lessor in a broom clean condition with all lab space free of hazardous materials used by Sublandlord in connection with its prior operations therein. Sublandlord and Subtenant agree that Sublandlord has obtained the certifications attached hereto as Exhibit D1, Exhibit D2, and Exhibit D3 .. In addition, prior to the delivery of the Subleased Premises to Subtenant, Sublandlord, at its sole cost and expense, shall obtain a decommissioning report certification of biological decontamination with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth fume hood in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after shall deliver the date of the Decommissioning Reportsame to Subtenant. (b) Subtenant shall keep and maintain To the Subleased Premisesbest of Sublandlord’s knowledge, the furniturefume hood, fixtures chip tanks, and equipment therein (includingsupplemental heating, without limitationventilation and air conditioning, all laboratory-specific mechanical equipment) clean and are in good order, operating condition and repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled With respect to the benefit supplemental heating, ventilation and air conditioning, Sublandlord and Subtenant agree that Sublandlord has caused the performance of those obligations of Prime Lessor set forth the work specified in the Prime Lease work orders attached hereto as to Prime Lessor’s obligation to maintain Building Systems.Exhibit E. (c) Sublandlord shall cause the Demising Work to be performed in compliance with all applicable permitting requirements. Upon the Expiration Date, Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore return the Subleased Premises to its Sublandlord in the same condition prior in which Sublandlord is required to such alterations, installations, additions or improvements. (d) During return the Term same to Master Landlord upon the expiration of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Master Lease, reasonable wear and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time tear, casualty and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useeminent domain excepted.

Appears in 1 contract

Sources: Sublease (Interleukin Genetics Inc)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any timein its “as is, including from where is” condition and after “with all faults” as existing as of the date of the Decommissioning Report. this Sublease (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To excepted) provided that the extent agreed to by Prime Lessor, Subtenant Subleased Premises shall be entitled in broom clean condition and shall be demised and with all required base building systems, including, but not limited to, HVAC, electrical, life safety and plumbing systems in good working condition. Sublandlord shall be responsible for maintaining all base building systems, including, but not limited to, HVAC, electrical, life safety and plumbing systems. Subtenant’s taking possession of the Subleased Premises shall be conclusive evidence as against Subtenant that the Subleased Premises were in good order and satisfactory condition when Subtenant took possession, provided that the provisions of this sentence shall not negate Sublandlord’s maintenance obligations hereunder. No promise of Sublandlord to alter, remodel or improve the benefit Subleased Premises and no representation respecting the condition of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or the Building have been made to any other portion Subtenant. Additionally, throughout the Term, Subtenant shall have the right to use, free of charge, the existing office furniture and IT and audiovisual equipment, as well as monitors and wiring and cabling in the Subleased Premises; such existing furniture is listed herein in Exhibit B. Subtenant shall have no obligations for the removal of the Building without existing furniture and equipment at the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination end of the Term, . Subtenant shall have the right to remove furniture and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During IT and audiovisual equipment during the Term but shall be obligated to replace such furniture and IT and audiovisual equipment that has been removed at the end of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useTerm.

Appears in 1 contract

Sources: Sublease Agreement (Agios Pharmaceuticals, Inc.)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord Sublessor shall have no obligation ------------------------------- to do furnish, render or supply any work in order work, labor, services, fixtures, equipment, decorations or other items to make the Subleased Premises ready or suitable for Sublessee's occupancy, except that it shall be responsible for construction of demising walls. In making and ready executing this Sublease, Sublessee has relied solely on such investigations, examinations and inspections as Sublessee has chosen to make or have made. Sublessee acknowledges that Sublessor has afforded Sublessee the opportunity for occupancy full and use by Subtenantcomplete investigations, examinations and (iv) inspections. Sublessee accepts the Subleased Premises are in satisfactory an "AS IS" condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect Sublessee intends to perform certain constriction in the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report"Sublessee Improvements"). Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at Sublessee shall be responsible for any timecosts associated with such construction of Sublessee Improvements, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean architectural fees, and in good order, repair and conditionthe cost of entrance doors to the reception area, except that Sublessor agrees to be responsible for reasonable wear and tear and damage by fire or other casualty or condemnationthe cost of construction of demising walls. To the extent agreed to by Prime Lessor, Subtenant Sublessor shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to responsible for demising the Subleased Premises or in such a way as to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant give Sublessee elevator identity. AU construction undertaken shall be subject to the terms of, and in accordance with the provisions of, the Main Lease, as well as of this Sublease. Without limiting the foregoing, Sublessee agrees to obtain approval of final plans for construction from (i) the Landlord, OCP Limited Partnership, notwithstanding that certain construction may not require such approval under the Main Lease if performed by Sublessor, and (H) Sublessor, which approval by Sublessor will not be unreasonably withheld or delayed. Sublessee agrees to make diligent efforts to cause such construction to be completed as soon as is reasonably possible. Such construction shall be deemed to be substantially completed on the date (the "Substantial Completion Date") that all such construction has been completed except for items of work and adjustment of equipment and fixtures which can be completed after occupancy has been taken by Sublessee without causing substantial interference with Sublessee's use of the Prime LeaseSubleased Premises (i.e. so-called "punch list" items). In the event that Sublessor and Sublessee disagree as to whether the Substantial Completion Date has occurred, Prime LessorDesign Sciences of Concord, and thenMassachusetts shall reasonably make such determination in good faith, only in compliance fully with the terms of this Sublease and the Prime Leasewhich determination shall be conclusive. Sublandlord Sublessee may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to enter the Subleased Premises upon receipt of Landlord's approval of this Sublease for the expiration or termination purpose of installing Tenant's systems, wiring, furnishings, and trade fixtures, provided, however, that upon any such entry Tenant shall be subject to all of the Termprovisions of this Sublease, except the obligation to pay Fixed Rent, Taxes, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvementsAdditional Charges. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease Agreement (Lycos Inc)

Condition of Subleased Premises. (a) Subtenant represents The Subleased Premises shall be delivered to Sublessee by Sublessor in its present condition existing on the Sublease Commencement Date. Sublessor and Sublessee agree that it has made or caused to be made a thorough examination and inspection none of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise terms contained in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report Master Lease with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date construction or completion of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein improvements (including, without limitation, all laboratory-specific mechanical equipmentthe construction and maintenance of the Vessel Mooring System) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or are applicable to the Subleased Premises or to this Sublease, except as expressly set forth in this Sublease below. From and after the Sublease Commencement Date, Sublessee hereby assumes all risks associated with the Controlled Premises and all improvements, equipment, fixtures or facilities constructed or located therein or thereon (including the physical condition of any other portion of the Building foregoing), and Sublessee shall indemnify and hold harmless Sublessor from and against any claim, loss, damage, expense (including without limitation reasonable attorneys' fees and costs) or liability arising out of or based upon any injury or damage to person or property occurring on the prior written consent Controlled Premises during the Sublessee's occupancy of each the Controlled Premises under this Sublease, unless caused by the negligence or intentional torts of Sublandlord andSublessor, if required pursuant or its agents, servants or employees. Furthermore, except as otherwise expressly provided in this Sublease to the terms contrary, Sublessor shall not be liable to Sublessee, or to Sublessee's agents, servants or employees for any claim, loss, damage, expense or liability arising out of or based upon any injury or damage to person or property occurring on the Prime LeaseCommon Areas which is caused by the negligence or intentional torts of Sublessee, Prime Lessoror its agents, servants or employees, and thenSublessee shall indemnify and hold Sublessor harmless from and against all liability and claims (including, only without limitation, reasonable attorneys' fees and costs) for or related to the same. Except as otherwise expressly provided in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises contrary, Sublessee shall not be liable to Sublessor, or to Sublessor's agents, servants or employees for any claim, loss, damage, expense or liability arising out of or based upon any injury or damage to person or property occurring on the expiration Common Areas which is caused by the negligence or termination intentional torts of the TermSublessor, or its agents, servants or employees, and Sublessor agrees to restore the Subleased Premises to its condition prior to such alterationsindemnify and hold Sublessee harmless from and against all liability and claims (including, installationswithout limitation, additions reasonable attorneys' fees and costs) for or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant related to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking usesame.

Appears in 1 contract

Sources: Assignment and Assumption of Lease and Sublease (Martin Midstream Partners Lp)

Condition of Subleased Premises. (a) Subject to the following provisions, Subtenant represents and warrants that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and it is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) acknowledges that it enters into this Sublease without relying upon any representations, representation or warranties by Sublandlord or promises by anyone acting or purporting to act on behalf of Sublandlord, its agents, representatives, employees as to present or future condition of the Subleased Premises or the appurtenances thereto or any other person in respect improvements therein or of the Building or the Subleased PremisesBuilding, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as otherwise expressly set forth herein, (iii) Sublandlord shall deliver . It is further agreed that Subtenant does and will accept the Subleased Premises broom-clean in its present condition, “as is, where is, and otherwise in with all faults,” and Sublandlord has no obligation to perform any work therein or contribute to the condition which Sublandlord received cost of any work to prepare the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report’s occupancy. (b) Sublandlord represents that, as of the Commencement Date and to the best of Sublandlord’s actual knowledge, all heating, ventilating and air conditioning systems serving the Premises (collectively, “HVAC Systems”) were in good order and repair, and Sublandlord has performed all regularly scheduled service and maintenance as required under the ▇▇▇▇▇▇▇▇▇ and by manufacturers’ recommendations other than as expressly provided in subsection (c) immediately below. (c) To the extent Sublandlord has actual knowledge of the need for such repair or maintenance work as of the Commencement Date, Sublandlord shall, at its own cost, make any repairs to any HVAC Systems, including but not limited to the water loop noted in Overlandlord’s e-mail to Sublandlord dated October 10, 2018. Landlord shall use commercially reasonable good faith efforts to complete all such work prior to the Commencement Date or, if that is not reasonably feasible, then as soon as possible thereafter. (d) Sublandlord shall reasonably assist Subtenant in securing any utilities or other services related to the Subleased Premises or the maintenance thereof, and Subtenant’s initial occupancy therein. (e) If Sublandlord reasonably believes that Subtenant has not performed an obligation under the ▇▇▇▇▇▇▇▇▇ that is the Subtenant’s obligation to perform under this Sublease, then Sublandlord shall provide written notice to Subtenant of any maintenance or other services to or regarding the Premises that Sublandlord reasonably believes are necessary in order to comply with the ▇▇▇▇▇▇▇▇▇ (collectively, “Sublandlord Obligatory Services”), and, if Sublandlord performs the same as a result of Subtenant’s failure to do so, Subtenant shall, within thirty (30) days of request therefor, reimburse the cost of those Sublandlord Obligatory Services that are either (i) actually required for Sublandlord’s compliance with the ▇▇▇▇▇▇▇▇▇, or (ii) pre-approved in writing by Subtenant. Subject to the provisions of this Sublease, Subtenant will, throughout the Term and at its sole cost, keep and maintain the Subleased Premises, the furniture, Premises and all fixtures and equipment located therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully accordance with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination provisions of the Term, ▇▇▇▇▇▇▇▇▇. All repairs and replacements required of Subtenant in connection herewith shall be of a similar quality and class to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of those found within the Subleased Premises as allocated of the Commencement Date, and shall be done in a good and workmanlike manner in compliance with all applicable laws and the terms and conditions of this Sublandlord. If Subtenant fails to maintain the Subleased Premises in compliance with the terms hereof, Sublandlord shall have the right to do such acts and expend such funds at the expense of Subtenant as are reasonably required and Subtenant shall reimburse Sublandlord for the cost thereof as additional rent upon demand. If Subtenant uses heat generating machines or equipment in the Subleased Premises that materially affect the temperature otherwise maintained by the heating, ventilating and air conditioning system, Sublandlord reserves the right to install supplementary units for the Subleased Premises and the cost thereof, including the cost of installation, operation and maintenance, shall be paid by Subtenant to Sublandlord as additional rent within thirty (30) days of written demand therefor. Should Subtenant require any additional service not provided by Sublandlord pursuant to Section 10 this Sublandlord, including any services furnished outside the Building’s normal business hours, Sublandlord may, but shall not be obligated to, furnish such additional service and Subtenant agrees to pay Sublandlord’s charges therefor, including a reasonable administrative fee, any taxes imposed thereon, and, where appropriate, a reasonable allowance for depreciation of the Prime Lease. Such parking use by Subtenant shallany systems being used to provide such service, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 additional rent within thirty (30) days of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking usewritten demand therefor.

Appears in 1 contract

Sources: Sublease (OvaScience, Inc.)

Condition of Subleased Premises. (a) a. Subtenant represents that it has made or caused to be made a thorough examination is leasing and inspection of accepts the Subleased Premises “AS IS”, reasonable wear and is familiar with tear, natural deterioration, and casualty damage excepted. Without limiting the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect generality of the Building or the Subleased Premisesforegoing, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord Sublessor shall have no obligation to do make, supply, or perform any work in order alterations, services, material, fixtures, equipment, or decorations to make the Subleased Premises suitable and ready for occupancy and use by SubtenantPremises. In entering into this Sublease, Subtenant has relied solely on such investigations, examinations, and (iv) inspections as Subtenant has chosen to make; Subtenant acknowledges that Sublessor has afforded Subtenant the Subleased Premises are in satisfactory condition. opportunity for full and complete investigations, examinations, and inspections. b. Notwithstanding the foregoing, during the term of this Sublease, Subtenant acknowledges receipt from Prime Lessor shall have the exclusive right to use the existing furniture, personal property and equipment located in and servicing the Subleased Premises (collectively the “Furniture”) as set forth on the inventory list on Exhibit “C” annexed hereto and made a part hereof. The Furniture shall be delivered to Subtenant in its “AS IS” condition and state of a decommissioning report repair, free of liens and/or other encumbrances on the Commencement Date and without any other representation or warranty by Sublessor. Sublessor shall have no obligation to maintain, repair or replace any of the Furniture. Except as provided below, Sublessor shall retain all right, title and interest in and with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17Furniture. On or prior to the Expiration Date, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants Sublessor shall deliver to Subtenant a ▇▇▇▇ of sale transferring to Subtenant, for the sum of $1.00, all of Sublessor’s right, title and interest in and with respect to the Furniture in its then “AS IS” condition and without representation or warranty, except the ▇▇▇▇ of sale transferring the Furniture to Subtenant shall contain Sublessor’s representation that Sublandlord has not physically occupied Sublessor is then the owner of the Furniture, free of all liens and encumbrances. If ownership of the Furniture shall be transferred to Subtenant as aforesaid, then Subtenant shall remove the Furniture from the Subleased Premises at on or prior to the Expiration Date and repair any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain all damage to the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed caused by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvementsremoval. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease (Shutterstock, Inc.)

Condition of Subleased Premises. (a) Subtenant represents and warrants that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and it is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) acknowledges that it enters into this Sublease without relying upon any representations, representation or warranties by Sublandlord or promises by anyone acting or purporting to act on behalf of Sublandlord, its agents, representatives, employees as to present or future condition of the Subleased Premises or the appurtenances thereto or any other person in respect improvements therein or of the Building or the Subleased PremisesBuilding, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as otherwise expressly set forth herein, (iii) Sublandlord shall deliver . It is further agreed that Subtenant does and will accept the Subleased Premises broom-clean and otherwise in the condition which Required Condition, and Sublandlord received has no obligation to perform any work therein or contribute to the cost of any work to prepare the Subleased Premises from Prime Lessor for Subtenant’s occupancy except as necessary to deliver the Premises in the Required Condition. In addition, Sublessee expressly acknowledges and Sublandlord shall have no obligation to do any work agrees that all furniture, equipment, fixtures and telecommunications equipment (“Transferred Property”), as listed in order to make the attached Exhibit C, will remain with the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) become the property of Sublessee upon the expiration of this Sublease. Subtenant may remove all or any portion of the Transferred Property from the Subleased Premises are in satisfactory conditionduring the Term. Notwithstanding Subtenant will, throughout the foregoingTerm and at its sole cost, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, Premises and all fixtures and equipment located therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if condition required pursuant to the terms ▇▇▇▇▇▇▇▇▇, as incorporated herein. All repairs and replacements required of Subtenant in connection herewith shall be of a quality and class at least equal to the Prime Lease, Prime Lessor, minimum building standards established by Overlandlord and then, only shall be done in a good and workmanlike manner in compliance fully with all applicable laws and the terms and conditions of this Sublease. If Subtenant fails to maintain the Subleased Premises in compliance with the terms of this Sublease hereof, Sublandlord shall have the right to do such acts and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any expend such funds as are reasonably required and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of reimburse Sublandlord for the Prime Lease cost thereof as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useadditional rent upon demand.

Appears in 1 contract

Sources: Sublease (Albireo Pharma, Inc.)

Condition of Subleased Premises. Landlord represents and warrants that the Subleased Premises shall be delivered on the Early Access Date to the Subtenant in the Delivery Condition (adefined below), broom clean and free of all tenancies. Landlord shall deliver the Subleased Premises on the Early Access Date with all building systems and subsystems (including but not limited to the HVAC, electrical, plumbing, lighting, and ceiling), the roof, windows and structural elements of the building and the foundation in good working condition and repair (the “Delivery Condition”). Subtenant’s acceptance of the Subleased Premises shall not be deemed a waiver of Subtenant’s right to have defects in the Landlord’s Work repaired at no cost to Subtenant. For a period of ninety (90) days following the completion of the Landlord’s Work Tenant shall have the right to give notice to Landlord whenever any such defect becomes reasonably apparent, and Landlord shall repair such defect as soon as practicable and at Landlord’s sole cost and expense. Subtenant represents and warrants that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and it is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) acknowledges that it enters into this Sublease without relying upon any representationsrepresentation or warranties by Landlord or anyone acting or purporting to act on behalf of Landlord, warranties as to present or promises by Sublandlord, its agents, representatives, employees future condition of the Subleased Premises or the appurtenances thereto or any other person in respect improvements therein or of the Building or the Subleased PremisesBuilding, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as otherwise expressly set forth herein. Subject to the foregoing, (iii) Sublandlord shall deliver it is further agreed that Subtenant does and will accept the Subleased Premises broom-clean “as is” in its present condition and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have Landlord has no obligation to do perform any work in order to make the Subleased Premises suitable and ready therein (except for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results Landlord’s Work as set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any timeSection 20 below), including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled contribute to the benefit cost of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systemsany work. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease (Supportsoft Inc)

Condition of Subleased Premises. (a) Subtenant represents On the Commencement Date, the Subleased Premises shall be delivered to Sublessee in the condition existing on the date hereof, with all electrical, plumbing, gas, safety, security, sewer, fire suppression, restrooms, and water systems in good operating condition. Sublessee acknowledges that it has made had an opportunity thoroughly to inspect the condition of the Subleased Premises, and Sublessee agrees that, subject only to the foregoing, Sublessee is leasing the Subleased Premises on an “AS IS” basis, with all defects, without any representation or caused warranty by Sublessor or its agents as to be made a thorough examination and inspection the condition of the Subleased Premises or their fitness for Sublessee’s use, and is familiar with subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the condition use of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rightsand any easements, easements covenants or licenses are acquired by Subtenant by implication restrictions of record. Sublessee acknowledges that Sublessor and its agents have not made any representations or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver warranties that the Subleased Premises broom-clean or the Building comply with legal requirements, including, but not limited to, the ADA, Title 24, any Transportation Management Plans, or any laws relating to hazardous substances or materials, and otherwise in the condition which Sublandlord received as a material inducement to Sublessor, Sublessee assumes responsibility for causing the Subleased Premises to comply with all legal requirements throughout the Term to the extent and only to the extent the same become applicable as a result of the introduction of hazardous substances to the Subleased Premises by Sublessee or any of its agents, contractors or employees, special circumstances of Sublessee’s employees (and not generally applicable to the Building under the ADA), Sublessee’s particular use of (or change of use from Prime Lessor and Sublandlord that currently obtaining in) the Subleased Premises, or Sublessee’s construction of alterations in the Subleased Premises. Sublessee acknowledges that it has satisfied itself that the Subleased Premises are suitable for its intended use. Sublessor shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared in order to prepare the Subleased Premises for occupancy or use by Ramboll US Corporation Sublessee. Sublessee shall make no alterations, installations, removals, additions or improvements in or to the Subleased Premises or any other portion of the Building except with the consent of (a) Sublessor, which shall not be unreasonably withheld or delayed, (b) Prime Lessor in accordance with and dated March 17to the extent required by Article 10 of the Prime Lease and (c) Master Lessor in accordance with and to the extent required by Article 10 of the Master Lease; provided, 2020 (however, that, subject to the “Decommissioning Report”) last sentence of this paragraph, Sublessor shall be entitled to condition its consent upon Sublessee’s removal of the proposed alterations upon the expiration or earlier termination of this Sublease. Any alterations, installations, removals, additions or improvements consented to by Sublessor, Prime Lessor and has accepted Master Lessor shall be performed at Sublessee’s sole cost. At the results set forth time Sublessee submits plans to Sublessor for Sublessor’s approval, Sublessor shall, upon request of Sublessee, inform Sublessee whether it will require any alteration or improvement to be removed from the Subleased Premises upon the expiration of the Sublease term, provided, however, that Sublessor shall not unreasonably require that any alteration or improvement be so removed. All trade fixtures and personal property, including furniture, furnishings, and audio visual or other similar technical or specialty installations, installed in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any timeSublessee’s expense (“Tenant’s Property”) shall at all times remain Sublessee’s property and Sublessee shall be entitled to all depreciation, including from amortization and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain other tax benefits with respect thereto. Except for Tenant’s Property, which cannot be removed without material injury to the Subleased Premises, at any time Sublessee may remove Tenant’s Property from the furnitureSubleased Premises, provided Sublessee repairs all damage caused by such removal and restores the Subleased Premises to a condition consistent with the then condition of the balance of the Subleased Premises. Upon request, Sublessor shall execute a lien waiver in reasonable form acknowledging its lack of any interest or title in Tenant’s Property. Sublessee shall not misuse the Furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipmentother than Tenant’s Property) and shall keep the same in clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by casualty, Master Lessor, Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alterationSublessor or their respective agents, installationemployees and contractors, removal, addition or improvement in or and hazardous substances not introduced to the Subleased Premises by Sublessee or to any other portion of the Building without the prior written consent of each of Sublandlord andits agents, if required pursuant employees or contractors excepted. Notwithstanding anything to the terms contrary in this Sublease, Sublessee shall have no obligation to perform, construct, repair, maintain, make or reimburse Sublessor for any improvement, (i) necessitated by the acts or negligence of the Prime LeaseSublessor, Master Lessor, Prime Lessor, any other occupant of the building or the project, or their respective agents, employees, invitees or contractors, (ii) occasioned by the exercise of the power of eminent domain or any peril that would be covered by the customary form of so-called “special form, extended coverage” casualty insurance, (iii) to the structure or common areas of the building or the project or the heating, ventilating, air conditioning, electrical, water, sewer, and thenplumbing systems serving the Subleased Premises, only in compliance fully with the terms building, or the project, unless caused by the acts or negligence of this Sublease and the Prime Lease. Sublandlord may withhold consent in Sublessee or its sole discretion agents, employees or contractors, (iv) to any alterationportion of the building or the project outside of the demising walls of the Subleased Premises, installationunless caused by the acts or negligence of Sublessee or its agents, addition employees or improvement proposed contractors, (v) occasioned by Subtenant. Sublandlord may require Subtenant to remove the presence of any and all alterationshazardous substance on or about the Subleased Premises, installations, additions or improvements that Subtenant makes to other than hazardous substances introduced into the Subleased Premises upon by Sublessee or its agents, employees or contractors, or persons under its control, (vi) which is expressly the expiration or termination obligation of the TermPrime Lessor under the Prime Lease or the Master Lessor under the Master Lease, and (vii) except to restore the Subleased Premises to its extent Sublessee’s obligation under the first paragraph of this Section 6, required as a consequence of any law, rule, regulation, ordinance, covenant, condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet restriction or occasioned by any construction defect or legal violation of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of Premises, the Prime Lease. Such parking use by Subtenant shallbuilding or the project, subject to Prime Lessor’s consent(viii) which would customarily be reimbursable under any “special form, be at the same cost per space as charged to Sublandlord from time to time pursuant extended coverage” casualty insurance policy, or (ix) except to the Prime Leaseextent Sublessee’s obligation under the first paragraph of this Section 6, and such use by Subtenant shall which could be in accordance with Section 10 of the Prime Lease treated as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking usea “capital expenditure” under generally accepted accounting principles.

Appears in 1 contract

Sources: Sublease (Fluidigm Corp)

Condition of Subleased Premises. (a) Subtenant Sublessee represents that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant Sublessee agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by SublandlordSublessor, its agents, representatives, employees employees, servants or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant Sublessee by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord Sublessor shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by SubtenantSublessee other than ensuring that all building systems serving the Subleased Premises are in good working order, decommissioning the Lab Space in accordance with local and state regulations, and performing any of the demising work if required by code to prepare the Subleased Premises for Sublessee’s use and occupancy including “patch” and paint work, limited to repair and painting of damaged wall areas, for the Office Space and replacing ceiling tiles where needed in the Lab Space (collectively “Sublessor’s Work”) which Sublessor shall perform at its expense, and (iv) the Subleased Premises are in satisfactory condition. Sublessor shall deliver the Subleased Premises to Sublessee in broom clean condition and with all building systems serving the Subleased Premises in good working order. If Sublessor has not completed Sublessor’s Work by July 1, 2005, Sublessee shall have the right to terminate this Sublease by sending written notice to Sublessor. The taking of possession by Sublessee of the Subleased Premises or any portion thereof delivered by Sublessor to Sublessee shall be conclusive evidence as against Sublessee, that, at the time such possession was so taken, the Subleased Premises or such portion thereof were in good and satisfactory condition. Following the completion of the Improvement Work, Sublessee shall make no alterations, installations, removals, additions or improvements in or to the Subleased Premises or any other portion of the Building except with the written consent of Sublessor (excluding cosmetic alterations in the Subleased Premises that do not affect the Building’s structure or base building systems and cost no more than $50,000.00 in the aggregate for a single project), which consent Sublessor shall grant or deny within fifteen (15) business days of such request and the written consent of Prime Lessor in accordance with Section 5.9 of the Prime Lease. Notwithstanding the foregoing, Subtenant Sublessor hereby approves Sublessee’s improvement work (the “Improvement Work”) as set forth on Exhibit C attached hereto; provided, however, Sublessee acknowledges receipt from that it must still obtain Prime Lessor Lessor’s consent to such Improvement Work in accordance with Section 5.9 of the Prime Lease. Sublessee’s contractor(s) shall perform the Improvement Work in compliance with the provisions of Section 5.9 of the Prime Lease. Any work shall be done in accordance with the plans and specifications submitted to and approved by Sublessor and Prime Lessor, except that Sublessor will not need to approve plans and specifications for minor non-structural modifications that do not affect the Building’s structure or base building systems, provided that Sublessee must still obtain Prime Lessor’s approval of the plans and specifications. No structural alterations shall be done. All such minor, non-structural modifications made by Sublessee shall be done at Sublessee’s sole cost and expense in a decommissioning report good and workmanlike manner using new materials of first-class quality consistent with respect to the style and finish of the Subleased Premises. Sublessee shall secure all necessary permits in advance of commencement of any work and shall keep the Subleased Premises prepared free of any mechanics or other liens and shall hold Sublessor and Prime Lessor harmless from any loss, cost or damage arising out of any work done by Ramboll US Corporation and dated March 17, 2020 (Sublessee or its agents or contractors. Sublessee shall have the “Decommissioning Report”) and has accepted right to use its own contractor so long as said Contractor complies with the results set forth requirements of the Prime Lease. All contractors working for Sublessee in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at shall be properly insured and shall provide certificates of insurance naming Sublessor and Prime Lessor as additional insureds prior to commencement of any time, including from and after the date of the Decommissioning Report. (b) Subtenant work. Sublessee shall keep and maintain the Subleased Premises, Premises and the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To Sublessee shall, at its sole cost and expense, decommission the extent agreed to by Prime LessorLab Space upon the Expiration Date or such earlier date upon which this Sublease may expire, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition canceled or improvement in or to the Subleased Premises or be terminated pursuant to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms or provisions of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvementsapplicable law. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease (BG Medicine, Inc.)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination thoroughly inspected and inspection of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or examined the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received has elected to sublease the Subleased Premises from Prime Lessor Sublandlord under the terms of this Sublease on a strictly “AS IS” and “with all faults” basis, and acknowledges that Sublandlord has no obligation to make or to fund any improvements or renovations in connection therewith, except that Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by professionally cleaned prior to delivery to Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain If the Subleased Premises, the furnitureroof, fixtures and equipment therein (includingthe lighting in the Subleased Premises or the HVAC, without limitationelectrical, all laboratory-specific mechanical equipment) clean and or plumbing systems serving the Subleased Premises are not in good order, repair and working condition, except for Sublandlord shall at Subtenant’s request use commercially reasonable wear efforts to cause Master Landlord to perform Master Landlord’s obligations under the Master Lease to keep and tear maintain in good condition, order and damage by fire or other casualty or condemnationrepair the structural portions of the Building and the Building systems as provided in Section 10.2(b) below. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall not make no alterationany alterations, installation, removal, addition additions or improvement in or improvements to the Subleased Premises or to any other portion of without first obtaining the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. by Sublandlord may withhold consent in its sole discretion to any alterationdiscretion, installation, addition or improvement proposed by Subtenantof Master Landlord. Sublandlord may require Subtenant to remove any and all Any approved alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises shall be made by Subtenant at Subtenant’s sole cost and expense, and otherwise upon all applicable terms and conditions of the Master Lease (including Section 23 thereof, as modified herein) and this Sublease. Upon the expiration or earlier termination of the Termthis Sublease, and to restore Subtenant shall deliver the Subleased Premises to its condition prior to such alterationsSublandlord in good condition, installationsbroom clean, additions or improvementsordinary wear and tear excepted. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease (Model N, Inc.)

Condition of Subleased Premises. Except for Sublandlord’s Work, the Subleased Premises are being leased in their “AS-IS” condition as of the date of this Sublease (areasonable wear and tear excepted) Subtenant represents and the parties acknowledge that it Sublandlord has made no representations concerning the condition or caused to be made a thorough examination and inspection suitability of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver . To the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor best of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased PremisesSublandlord’s knowledge, the furniture, fixtures Personal Property and equipment therein all Building systems (including, without limitation, all laboratory-specific mechanical equipmentHVAC, plumbing, electrical, life safety, security and lighting systems) clean and servicing the Subleased Premises are in good order, working order and repair as of the date of this Sublease. Sublandlord and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled agree upon the Punch-list Items, if any, within fifteen (15) days after the Commencement Date and Sublandlord shall thereafter use commercially reasonable efforts to the benefit of those obligations of Prime Lessor set forth complete such Punch-list Items in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. an expeditious manner at its sole cost and expense (c) and Subtenant shall make no alteration, installation, removal, addition or improvement in or provide Sublandlord and its contractors with such access to the Subleased Premises as is reasonably necessary to do so). Upon the expiration or to earlier termination of the Sublease Term, Subtenant shall surrender the Space in the condition required by Section 29 of the Original Lease upon the expiration of the term thereof and remove all of (i) its personal property from the Space (and repair any damage caused by such removal), (ii) Subtenant’s Security System and (iii) any other Alterations which Sublandlord shall have reasonably requested that Subtenant remove at the time at which Sublandlord shall have consented to the same in accordance with Section 5(b). Notwithstanding the foregoing, in no event shall Subtenant have any obligation to remove (i) any alterations, improvements or cabling in place in the Space made or installed by Landlord or by or on behalf of Sublandlord prior to the Commencement Date, (ii) the Subtenant Approved Alterations (except for any signage installed as part of the Subtenant Approved Alterations), or (iii) any Hazardous Substances not placed on or about the Subleased Premises by or on behalf of Subtenant or anyone claiming by, through or under Subtenant. If Subtenant shall be required to remove any Alterations pursuant to this Section 10, then upon such removal, Subtenant shall restore the affected portion of the Building without Subleased Premises to substantially the condition existing prior written consent of each of Sublandlord and, if required pursuant to the terms installation of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Leasesuch Alteration. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes Subject to the Subleased Premises provisions of Article 14(q) hereof, upon the expiration or earlier termination of the Sublease Term, and Subtenant shall deliver the Personal Property to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term Sublandlord. The provisions of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to this Section 10 shall survive the expiration or earlier termination of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking usethis Sublease.

Appears in 1 contract

Sources: Sublease Agreement (Looksmart LTD)

Condition of Subleased Premises. (a) As of the date hereof, Sublandlord represents that it is not aware of any condition within the Premises and/or the Subleased Premises that would materially adversely affect Subtenant’s design, permitting, construction or use of the Subleased Premises including, without limitation, any restrictions on utilities, any exclusive use restrictions or any environmental conditions impacting the Subleased Premises. (b) Subtenant represents and warrants that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and it is familiar with the condition thereof and the requirements of every part thereofthe Landlord/Tenant Responsibility Matrix dated March 30, 2015 (the “Landlord/Tenant Matrix”) attached hereto as Exhibit “D”/Schedule 2.1. Subtenant agrees thatacknowledges that Subtenant is taking the Subleased Premises in its present condition, except broom clean and “as is”, subject to the terms and conditions of this Sublease, and to the specific items of Landlord and Sublandlord work, if any, to be performed prior to the Commencement Date, as described within the attached Exhibit “C”/Pre-Commencement Date Work. Except as otherwise expressly provided set forth herein, (i) Subtenant acknowledges that it enters into this Sublease without relying upon any representations, representation or warranties by Sublandlord as to present or promises by Sublandlord, its agents, representatives, employees or any other person in respect future condition of the Building Subleased Premises or the appurtenances thereto, any improvements therein, or as to the Premises. Subtenant understands that the Subleased PremisesPremises require substantial additional improvements to be available for use and occupancy and that Sublandlord has no obligation to perform any work therein, (ii) no rightsor to contribute to the cost of any work, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) in Section 12 hereof. Sublandlord shall deliver the Subleased Premises broom-clean be informed of and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation invited to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenantattend Subtenant job meetings, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 1.1 and Section 3.5 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useWork Letter.

Appears in 1 contract

Sources: Sublease (Ariad Pharmaceuticals Inc)

Condition of Subleased Premises. (a) Sublessor and Subtenant represents covenant and agree that it has made or caused to be made a thorough examination Subtenant is leasing the subleased premises in its "AS IS" condition on the date hereof and inspection of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord Sublessor shall have no obligation to do perform any work to the subleased premises or to any part of the Building to prepare the subleased premises for occupancy by Subtenant. Sublessor makes no representation or warranty regarding the condition of the subleased premises or the Building or title to the subleased premises, except that Sublessor is the tenant under the Underlying Lease. In making and executing this Sublease, Subtenant has not relied upon or been induced by any statements or representations of any persons, other than those, if any, set forth expressly in this Sublease in respect of the physical condition of the subleased premises or the Building or of any other matter affecting the subleased premises or this transaction which might be pertinent in considering the leasing of said subleased premises or the execution of this Sublease. Subtenant has, on the contrary, relied solely on such representations, if any, as are expressly made herein and on such investigations, examinations and inspections as Subtenant has chosen to make or have made. Subtenant acknowledges that Sublessor has afforded Subtenant the opportunity for full and complete investigations, examinations, and inspections. If any alterations, improvements or other work are required in order to make separate the Subleased Premises suitable and ready for occupancy and use by subleased premises from the balance of the premises demised to Sublessor under the Underlying Lease or properly demise the subleased premises to Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant same shall be entitled to the benefit of those obligations of Prime Lessor set forth performed by Subtenant at Subtenant's own cost and expense in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully accordance with the terms and provisions of this Sublease Sublease. All trade fixtures, furniture, furnishings and other personal property currently located in the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes subleased premises will be removed prior to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvementsapplicable commencement date. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease (Akamai Technologies Inc)

Condition of Subleased Premises. Sublessor's Allowances -------------------------------------------------------- (a) Subtenant represents Sublessee acknowledges that it has made or caused to be made a thorough examination and inspection of Sublessee is hiring the Subleased Premises and is familiar with the in "as is" condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building date hereof (subject to the provisions of Section 8(b) hereof. In making and executing this Sublease, Sublessee has not relied upon or the Subleased Premises, (ii) no rights, easements been induced by any statements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do representations of any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report person with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied physical condition of the Subleased Premises at any timePremises. Sublessee has relied solely on its own investigations, including from examinations and after the date inspections of the Decommissioning ReportSubleased Premises. (b) Subtenant shall keep Notwithstanding the provisions of Section 8(a) above, Sublessor hereby agrees to: (i) deliver the Subleased Premises to Sublessee in broom clean condition, with all furniture, furnishings, and maintain non-appurtenant equipment removed therefrom before the Commencement Date; (ii) reimburse Sublessee up to a maximum of $615,260.00 (i.e., $10.00 per rentable square foot) for Sublessee's actual costs incurred for the design and construction of the Subleased Premises, ; plus (iii) reimburse Sublessee to a maximum of the furniture, fixtures first $100,000 of the cost incurred by Sublessee for demolition (only) of the Subleased Premises. Sublessor shall reimburse Sublessee for the costs under (ii) and equipment therein (including, without limitation, all laboratory-specific mechanical equipmentiii) clean and above in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnationinstallments on a periodic basis as the work progresses. To the extent agreed to by Prime Lessor, Subtenant Each periodic payment shall be entitled to the benefit made with thirty (30) days after Sublessor's receipt of those obligations reasonably detailed documentation and evidence of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building SystemsSublessee's payment of said costs, including cancelled checks, paid invoices and/or requisitions from contractors. (c) Subtenant As used herein, "Sublessor's Work" shall make no alteration, installation, removal, addition or improvement in or to mean the Subleased Premises or to any other portion obligations of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord Sublessor pursuant to Section 10 8(b)(i) hereof. Page 39 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.117 Pages

Appears in 1 contract

Sources: Sublease Agreement (Maxcor Financial Group Inc)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord Keane shall deliver the Subleased Premises broom-broom clean and otherwise shal▇ ▇▇▇ove old equipment not required by Subtenant. Keane will assume responsibility, if any, for complying with ci▇▇ ▇▇d state applicable code/ordinances, other than those that are the responsibility of the Overlandlord or the Subtenant. Keane shall check that phones systems are in working order at t▇▇ ▇▇mmencement of the term. Subtenant shall be responsible for any and all telephone maintenance issues. Keane provides no implied warranties or fitness for a particula▇ ▇▇▇poses concerning said telephone equipment. Keane shall reinstall certain furniture items listed in Exhibit "▇" prior to the Commencement date. The use of existing telephone hardware shall be without additional charge. Subtenant will responsible for all telephone use charges, maintenance, service and taxes, etc. associated with telephone use and operation. With the exception of the above, INTERVISUAL BOOKS, INC. agrees that it has inspected the Subleased Premises, agrees to take the same in its present "as is" condition, and acknowledges that no representation with respect to its condition which Sublandlord received has been made and that Keane will not perform any work to prepare the Subleased Premis▇▇ ▇▇r INTERVISUAL BOOKS, INC.'S occupancy. Any work required by INTERVISUAL BOOKS, INC. to prepare the Subleased Premises from Prime Lessor for its occupancy, with the exception of property removal and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenantcleaning, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoingany other changes, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect alterations, or improvements desired to be made to the Subleased Premises prepared by Ramboll US Corporation Subtenant (collectively, "Alterations") shall be at the sole cost and dated March 17expense of Subtenant and shall be subject to the prior written approval of Keane and the Overlandlord, 2020 (which approval may be granted or wi▇▇▇▇▇d in Keane's reasonable discretion, and the “Decommissioning Report”) sole discretion of the O▇▇▇▇▇▇▇lord and has accepted any Alterations so approved shall be performed in full compliance with the results set forth in applicable provisions of the Decommissioning ReportPrincipal Lease. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied Following consent of the Overlandlord, Keane shall permit INTERVISUAL BOOKS, INC. access ▇▇ ▇▇e Subleased Premises at any time, including from and after prior to the date Commencement Date during normal business hours for the purposes installation of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (includingFF&E). Access is strictly limited to FF& E installation and not occupancy. INTERVISUAL BOOKS, without limitation, all laboratory-specific mechanical equipment) clean INC. assumes any and in good order, repair liability for loss/damage or destruction of said FF&E during that period and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To shall not interfere with Keane's furniture installation work to prepare the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased ▇▇▇▇▇▇sed Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvementsParagraph 6. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Office Space Sublease (Intervisual Books Inc /Ca)

Condition of Subleased Premises. (a) Subtenant represents pcOrder acknowledges that it Landlord has made or caused completed construction of the improvements to be made a thorough examination and inspection the Subleased Premises required under Article 1 of the Master Lease. pcOrder has had an opportunity to inspect the Subleased Premises and is familiar with the condition of every part thereofhas found it satisfactory for pcOrder's intended use. Subtenant agrees thatAccordingly, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver pcOrder accepts the Subleased Premises broomin their "AS-clean IS" condition and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord Trilogy shall have no obligation to do any work in order to make improve, repair, restore, or refurbish the Subleased Premises suitable and ready for occupancy and use by SubtenantPremises. pcOrder acknowledges that neither Trilogy, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoingnor any agent of Trilogy, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report has made any representation or warranty with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at or any time, including from and after the date other portion of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (Office Complex including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire any representation or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled warranty with respect to the benefit suitability or fitness of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without Office Complex for the conduct of pcOrder's business. Subject to obtaining the prior written consent approval of each of Sublandlord and, if Landlord as required pursuant to the terms by Article 7 of the Prime LeaseMaster Lease and Trilogy's approval, Prime Lessoras hereafter provided, pcOrder shall be entitled to make such alterations and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination as pcOrder may determine are appropriate for pcOrder's use of the TermSubleased Premises. Prior to undertaking any alterations of or improvements to the Subleased Premises, pcOrder shall submit a written request for approval to Trilogy, together with the plans and specifications for such alterations and improvements. Trilogy's approval shall not be unreasonably withheld, delayed or denied. If Landlord and Trilogy each gives its consent, according to restore the requirements of this agreement, to alterations or improvements to the Subleased Premises to its condition prior to by pcOrder, pcOrder shall procure, at pcOrder's expense, all necessary permits before undertaking such alterationswork. All such alterations shall be done at pcOrder's sole cost and expense, installations, additions or improvements. (d) During and in accordance the Term provisions and requirements of the Sublease, Master Lease and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time all applicable laws, including applicable building codes and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useregulations.

Appears in 1 contract

Sources: Sublease (Pcorder Com Inc)

Condition of Subleased Premises. SURRENDER; HOLDOVER. 6.1 Sublandlord warrants and represents that as of the Commencement Date, to Sublandlord's actual knowledge, as follows: (a) the Lease is in full force and effect, a copy of which is attached hereto as EXHIBIT "A", and (b) to Sublandlord's actual knowledge, no default beyond all applicable notice and cure periods exists on the part of any party to the Lease and that Sublandlord has neither received from nor sent to Landlord notice in connection with a default for which the cure period as of the execution by Sublandlord of this Sublease has not yet expired. Subtenant represents accepts the Subleased Premises in their "AS-IS, WHERE-IS" condition. Except as expressly provided for in this Sublease, Subtenant acknowledges that it has made is not relying on any representation or caused warranty whatsoever of Sublandlord or its agents and/or employees as to be made a thorough examination and inspection the condition, sufficiency, size, measurement or permitted uses of the Subleased Premises and is familiar with Premises. Upon the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties expiration or promises by Sublandlord, its agents, representatives, employees or any other person in respect earlier termination of the Building or the Subleased PremisesTerm, (ii) no rightsSubtenant shall, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth hereinat its sole cost and expense, (iii) Sublandlord shall deliver quit and surrender the Subleased Premises broom-clean in as good a condition as when possession was delivered to Subtenant including, without limitation, removal of all Alterations (as defined below) made by or on behalf of Subtenant, damage thereto by fire or other casualty and otherwise in normal wear and tear excepted, but only to the condition which Sublandlord received extent required or permitted, as applicable, under the Subleased Premises from Prime Lessor and Sublandlord Lease. Subtenant shall have no obligation to do remove any work Alterations in order to make the Subleased Premises suitable and ready for occupancy and use as of the Commencement Date no install by or on behalf of Subtenant. Notwithstanding anything to the contrary in this Sublease, and (iv) the Subleased Premises are shall be cleaned in satisfactory condition. Notwithstanding accordance with the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect cleaning specifications attached to the Subleased Premises prepared Lease by Ramboll US Corporation Sublandlord at its cost on or before the Commencement Date, provided however Subtenant shall not be entitled to any delay of the Commencement Date, abatement, reduction, offset, or diminution of rent, or damages nor shall be any constructive or actual eviction arising from the performance, lack of and/or any delay in performing such work. 6.2 Subtenant shall not holdover after the expiration of the Term, such possession shall be construed a tenancy at sufferance and dated March 17Subtenant shall remain liable to Sublandlord for daily use and occupancy at the rate of two (2) times the per diem Rent then in effect during the last month of the Term; and shall save, 2020 protect, defend (the “Decommissioning Report”by counsel acceptable to Sublandlord) and has accepted the results set forth in the Decommissioning Report. hold Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (harmless for all damages including, without limitation, all laboratory-specific mechanical equipment) clean and in good orderconsequential damages, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systemsarising from such holdover. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease Agreement (J Jill Group Inc)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination and inspection of On the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees thatCommencement Date, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by SubtenantPremises, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect agrees to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain accept the Subleased Premises, in its “as is” broom clean condition as of the furnituredate hereof. Sublandlord shall not be obligated to perform any work or furnish any materials in, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and to or about the Subleased Premises in good order, repair and condition, order to prepare the Subleased Premises for use or occupancy by Subtenant or otherwise except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor as set forth in herein and/or Exhibit C attached hereto. All work performed by Sublandlord under this Section 3 shall be performed in a good and workmanlike manner in accordance with all applicable laws. Sublandlord, at its cost and prior to the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant Commencement Date, shall make no alteration, installation, removal, addition or improvement in or to be responsible for demising the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully accordance with the terms of this Sublease and the Prime LeaseSection 3. Sublandlord may withhold consent in shall, at its sole discretion cost and expense, barricade the stairwell and remove the video conference equipment in accordance with Exhibit C (the “Stairwell Treatment”) attached hereto. Subtenant shall have no responsibility for any code regulations/sprinkler/demising work associated with the Stairwell Treatment. Any necessary HVAC and/or electrical demising work shall be performed by Sublandlord at its sole cost and expense so the Subleased Premises is delivered as its own floor with separate electrical demising and proper HVAC balancing. Furthermore, Sublandlord at its sole cost and expense shall remove all video conferencing equipment from the Premises prior to any alterationthe date which is 180 days following the Execution Date (the “Video Equipment Removal Date”). In the event that Sublandlord does not remove such video conferencing equipment by the Video Equipment Removal Date, installationin addition to the abatement set forth in Article 4, addition or improvement proposed by Subtenant. Rent shall ▇▇▇▇▇ for one additional day for every day beyond the Video Equipment Removal Date that Sublandlord may require Subtenant fails to remove any and all alterations, installations, additions or improvements that the video conferencing equipment. Subtenant makes shall have the right to perform modifications to the Subleased Premises upon during the expiration or termination course of the TermSublease Term in accordance with the Master Lease. Any improvements will be paid by Subtenant and are subject to both Sublandlord and Landlord’s reasonable approval rights, and not to restore be unreasonably withheld, conditioned, or delayed in the Subleased Premises to its condition prior to such alterationscase of Sublandlord. Subtenant agrees that in executing this Sublease, installationsit has not relied upon any statements, additions representations, covenants or improvements. (d) During the Term warranties made by Sublandlord or any person acting on behalf of the Sublandlord other than those, if any, expressly set forth in this Sublease, and subject on such investigations, examinations and inspections as Subtenant has chosen to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking usemake or has made.

Appears in 1 contract

Sources: Sublease (Demandware Inc)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused As further consideration for this Sublease, Sublessor shall assign to be made a thorough examination Sublessee lien free rights to all existing furniture, security systems, telephone systems and inspection of the Subleased Premises equipment, network cabling and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person computer-room equipment and back-up power systems in respect of the Building or the Subleased Premises, (ii) at no rightscost to Sublessee. Sublessor shall be responsible for patching any and all damaged walls, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth hereinincluding touching up paint, (iii) Sublandlord shall deliver within the Subleased Premises broom-clean Premises. Notwithstanding Sublessor's responsibility to paint and otherwise in the condition which Sublandlord received patch damaged walls within the Subleased Premises from Prime Lessor and Sublandlord Premises, Sublessor shall have no obligation to do furnish, render or supply any work in order work, labor, services fixtures, equipment, decorations or other items to make the Subleased Premises ready or suitable for Sublessee's occupancy. In making and ready executing this Sublease, Sublessee has relied solely on such investigations, examinations and inspections as Sublessee has chosen to make or have made. Sublessee acknowledges that Sublessor has approved Sublessee the opportunity for occupancy full and use complete investigations, examinations and inspections. Without limiting the foregoing, Sublessee agrees to obtain approval of final plans for construction from the Sublessor, which approval by SubtenantSublessor will not be unreasonably withheld or delayed. All construction undertaken shall be subject to the terms of, and (iv) in accordance with the provisions of, the Main Lease, as well as of this Sublease. Notwithstanding anything set forth in this Sublease, Sublessee accepts the Subleased Premises are in satisfactory conditionan "AS IS" condition as of the date of this Sublease. Notwithstanding In the foregoingevent, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect that Sublessee intends to perform certain construction in the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time"Sublessee 8 Improvements"), including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant Sublessee shall be entitled to the benefit responsible for any costs associated with such construction of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building SystemsSublessee Improvements. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease Agreement (Intervu Inc)

Condition of Subleased Premises. (a) 8.01 Subtenant represents that it has made or caused to be made a thorough examination and inspection of Subtenant is leasing the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees thatin its vacant, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean condition, and otherwise “as-is” physical condition on the date hereof and in the condition which otherwise required to be provided by Sublandlord received the Subleased Premises from Prime Lessor hereunder, subject to reasonable wear and tear, it being understood and agreed that Sublandlord shall have no obligation to do any work in order not be required to make the Subleased Premises suitable and ready for occupancy and use by Subtenantany improvements, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect alterations or repairs to the Subleased Premises prepared by Ramboll US Corporation whatsoever. Prior to the Commencement Date, Sublandlord will remove all furniture currently located in the Subleased Premises except for the Personal Property described on Exhibit B. Upon the mutual execution and dated March 17delivery of this Sublease, 2020 Sublandlord agrees to sell to Subtenant, and Subtenant agrees to buy from Sublandlord, the personal property identified on Exhibit B annexed hereto (the “Decommissioning ReportPersonal Property) and has accepted the results set forth ), all in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after its “as is” condition on the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premiseshereof, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for subject to reasonable wear and tear tear, for a purchase price of $50,000.00 to be paid concurrently with Subtenant’s execution and damage by fire or other casualty or condemnationdelivery of the Consent. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to responsible for removing the benefit of those obligations of Prime Lessor set forth in Personal Property on or before the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required Expiration Date pursuant to the terms of the Prime Lease, Prime Lessor, Underlying Lease and then, only in compliance fully with the terms of this Sublease and the Prime Lease. shall reimburse Sublandlord may withhold consent in its sole discretion to for any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes damage to the Subleased Premises arising from such removal. 8.02 In making and executing this Sublease, Subtenant has not relied upon or been induced by any statements or representations of any persons other than those, if any, set forth expressly in this Sublease, in respect of the physical condition of the Subleased Premises or of any other matter affecting the Subleased Premises or this transaction which might be pertinent in considering the leasing of the Subleased Premises or the execution of this Sublease. Subtenant has, on the contrary, relied solely on such representations, if any, as are expressly made herein and on such investigations, examinations and inspections as Subtenant has chosen to make or has made. Subtenant acknowledges that Sublandlord has afforded Subtenant the opportunity for full and complete investigations, examinations, and inspections. 8.03 Subtenant will be permitted to use the existing supplemental air conditioning units presently located in the Subleased Premises, which Subtenant shall accept in its “as is” condition without representation or warranty by Sublandlord. Subtenant will be solely responsible at its sole option for the maintenance, repair and, if desired, replacement of such units. Subtenant shall have no obligation to return, repair or replace the supplemental units to Sublandlord at the expiration or termination of the Termthis Sublease but may do so in its then as is condition. 8.04 Notwithstanding anything to contrary contained in this Sublease, Sublandlord shall be permitted, at no charge, to access and to restore use the “IT Closet” located in the Subleased Premises to its condition prior maintain a point of connectivity for certain communication lines which service Sublandlord’s premises in the Building until such time as Sublandlord’s vendor can transfer the point of connection at Sublandlord’s sole cost and expense (which Sublandlord anticipates shall be no later than September 1, 2015). Subtenant, at no cost to Subtenant, shall cooperate with Sublandlord to effectuate such alterations, installations, additions transfer and/or or improvements. (d) During the Term of the Subleaseany repairs to Sublandlord’s equipment therein, and subject to Prime Lessorshall not take any action which may interfere with the proper functioning of such equipment. Similarly, Sublandlord shall not take any action which may interfere with the operation of Subtenant’s consent, Subtenant may use 0.90 parking spaces business in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useconnection therewith.

Appears in 1 contract

Sources: Sublease Agreement (Liquid Holdings Group, Inc.)

Condition of Subleased Premises. (a) Subtenant represents Sublessee acknowledges that it has made or caused to be made a thorough examination and inspection of inspected the Subleased Premises and is familiar agrees to accept the Subleased Premises in their present "as is" condition without representation or warranty of any kind by Sublessor, provided, however, that Sublessor represents and warrants that to its knowledge, the Subleased Premises are, as of the date of this Sublease, in the condition required by the Prime Lease in all material respects. Sublessee shall not in any way make any alterations, additions or improvements to the Subleased Premises without having first secured the written permission of Sublessor and Prime Lessor. Any work shall be done in accordance with the condition plans and specifications submitted to and approved by Sublessor and Prime Lessor. Any alterations, additions or improvements made by Sublessee to the Subleased Premises shall be done at Sublessee's sole cost and expense in a good and workmanlike manner using new materials of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect first-class quality consistent with the style and finish of the Building or the Subleased Premises. Sublessee shall secure all necessary permits in advance of commencement of any work and shall keep the Subleased Premises free of any mechanics' or other liens and shall hold Sublessor and Prime Lessor harmless from any loss, (ii) no rightscost or damage arising out of any work done by Sublessee or its agents or contractors. All contractors working for Sublessee in the Subleased Premises shall be properly insured and shall provide certificates of insurance naming Sublessor and Prime Lessor as additional named insureds prior to commencement of any work. Sublessee, easements at the expiration of the Term or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth hereinearlier termination of this Sublease, (iii) Sublandlord shall deliver the Subleased Premises broom-clean to Sublessor in the same condition as they were at the time of the commencement of this Sublease, reasonable wear and tear only excepted, and including removing any remaining alterations made by Sublessee if so requested by Prime Lessor or Sublessor, and otherwise in the condition which Sublandlord received required by the Prime Lease, and Sublessee shall remove all personal goods and effects of Sublessee leaving the Subleased Premises from Prime Lessor neat, clean and Sublandlord in first-class rentable condition. Sublessee shall have no obligation to do any work in order to make the Subleased Premises suitable and ready be solely responsible for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory conditionits own personal property. Notwithstanding the foregoing, Subtenant acknowledges receipt from each of Sublessor and Sublessee, soley as between themselves and their respective permitted sucessors and assigns (expressly excluding the Prime Lessor who shall in no way be bound hereby including in the event of a decommissioning report with respect any attornment of Sublessee under this Sublease directly to the Subleased Premises prepared by Ramboll US Corporation and dated March 17Prime Lessor), 2020 (the “Decommissioning Report”) and has accepted the results set forth hereby agree that in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied event the costs of restoring the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of this Sublease (the Term"Restoration Costs") exceeds $210,000 (the "Threshold Amount") and (1) such expiration is at the contemplated expiration of the Term on September 30, 2010 then Sublessor shall pay or otherwise reimburse Sublessee for any Restoration Costs in excess of the Threshold Amount provided that Sublessor shall have sole control over and resolve with the Prime Lessor any issues relating to restore what items must be removed and/or restored; (2) any termination is as a result of a default under the Prime Lease caused by Sublessor for which Sublessee is not responsible and Sublessee is not allowed to holdover in the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During for the balance of the Term by the Prime Lessor then Sublessor shall pay or otherwise reimburse Sublessee for all Restoration Costs whether or not the amount of such costs exceeds the Sublease, Threshold Amount) provided that Sublessor shall have sole control over and subject resolve with the Prime Lessor any issues relating to what items must be removed and/or restored; and (3) any termination is as a result of a default under the Prime Lessor’s consent, Subtenant may use 0.90 parking spaces Lease caused by Sublessor for which Sublessee is not responsible and Sublessee is allowed to holdover in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated for the balance of the Term by the Prime Lessor then Sublessor shall pay or otherwise reimburse Sublessee for seventy percent (75%) of any such costs in excess of the Threshold Amount. Payment by Sublessor to Sublandlord Sublessee pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant this provision shall be in accordance with Section 10 made within sixty (60) days of Sublessor's receipt of written invoice for payment from Sublessee, accompanied by all reasonable support documention evidencing the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useamounts owed.

Appears in 1 contract

Sources: Sublease (Antigenics Inc /De/)

Condition of Subleased Premises. (a) Subtenant represents and warrants that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and it is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) acknowledges that it enters into this Sublease without relying upon any representations, representation or warranties by Sublandlord or promises by anyone acting or purporting to act on behalf of Sublandlord, its agents, representatives, employees as to present or future condition of the Subleased Premises or the appurtenances thereto or any other person in respect improvements therein or of the Building Building, except as otherwise expressly set forth herein. Sublandlord hereby represents that the Subleased Premises shall be in broom clean condition and free of all occupants and from all personalty when delivered to Subtenant. It is further agreed that, other than the Sublandlord’s Work, Sublandlord has no obligation to perform any work therein or contribute to the cost of any work. (b) On or before the date that is three (3) months following the Commencement Date, subject to Sublandlord’s receipt of all necessary approvals, Sublandlord shall substantially complete a demising wall within the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received demising the Subleased Premises from Prime Lessor and the remainder of the Premises (“Sublandlord’s Work”), provided that Sublandlord shall have no obligation use commercially reasonable efforts not to do any work materially interfere with the performance by Subtenant of Subtenant’s Work (as hereinafter defined) within the Subleased Premises. (c) Subtenant, at its sole cost and expense, in order accordance with the attached “Exhibit C”, subject to make Subtenant’s receipt of the Subtenant Allowance (as hereinafter defined) and Subtenant’s receipt of all necessary approvals, shall design, perform and complete all other improvements to the Subleased Premises suitable as more particularly set forth in the work letter attached hereto as “Exhibit C” (herein called “Subtenant’s Work”). Subtenant shall complete all of Subtenant’s Work in good and ready workmanlike manner, fully paid for occupancy and use free from liens, in accordance with the plans and specifications approved by Landlord and Sublandlord as provided in “Exhibit C”. Notwithstanding the fact that the foregoing activities may occur prior to the Rent Commencement Date, Subtenant agrees that all of Subtenant’s obligations provided for in this Sublease shall apply during the period from the Commencement Date to the Rent Commencement Date, with the exception of any obligation to pay Fixed Rent, Expense Adjustment Amounts and (iv) the Subleased Premises are in satisfactory conditionStorage Space Charges. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor shall pay to Sublandlord all Utility Charges and Subtenant Surcharges applicable to such period. Sublandlord shall provide Subtenant with a Subtenant Work Allowance to reimburse Subtenant for all or part of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results cost of Subtenant’s Work as more particularly set forth in the Decommissioning Reportattached “Exhibit C”. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain use all commercially reasonable efforts during the Subleased Premises, performance of Subtenant’s Work to minimize interference with the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or business operations of other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth tenants in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvementsBuilding. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consentat its sole cost and expense, be at the same cost per space as charged to Sublandlord from time to time pursuant provide janitorial and cleaning services to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useSubleased Premises.

Appears in 1 contract

Sources: Sublease (Momenta Pharmaceuticals Inc)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination and inspection of is leasing the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except “AS-IS” as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased PremisesSublease Commencement Date, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do furnish, render or supply any work in order work, labor, services, material, fixtures, equipment or decorations to make the Subleased Premises suitable and ready for occupancy and use by Subtenant’s occupancy, and (iv) except as set forth below. The taking of possession of the Subleased Premises are by Subtenant shall be conclusive evidence as against Subtenant that the Subleased Premises and the Building were in good and satisfactory conditioncondition at the time possession was taken. Notwithstanding the foregoingIn making and executing this Sublease, Subtenant has relied solely on such investigations, examinations and inspections as Subtenant has chosen to make or has made. Subtenant has had the opportunity for full and complete investigations, examinations, and inspections. The Subleased Premises shall be delivered broom clean and vacant with all Base Building Systems operating in accordance with the Base Building Criteria (as defined in Exhibit “G” to this Sublease). Subtenant acknowledges receipt from Prime Lessor of a decommissioning report that, except pursuant to the immediately preceding sentence, no representations with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied condition of the Subleased Premises at Premises, or with respect to any timefixtures therein contained, including from and after the date of the Decommissioning Reporthave been made to it. (b) All Alterations (including those contemplated pursuant to Section 57 below) made by either party, including all paneling, decoration, non-removable partitions, railings, galleries and the like, affixed to the realty so that they cannot be removed without material damage to the Building and/or the Unit (collectively, “Fixtures”) shall remain in the Subleased Premises upon the expiration or earlier termination of the Term. All Subtenant’s Property shall be the property of Subtenant, and shall be removed by Subtenant on or before the expiration of the Term or sooner termination thereof and, in case of any damage to the Building and/or the Unit by reason of their removal, Subtenant shall keep and maintain repair any such damage. Any items of Subtenant’s Property which remain in the Subleased PremisesPremises after fifteen (15) days following the expiration or any earlier termination of this Sublease shall, the furnitureafter ten (10) days’ notice to Subtenant be deemed to have been abandoned, fixtures and equipment therein (includingmay be retained by Sublandlord as Sublandlord’s property or disposed of by Sublandlord, without limitationaccountability, all laboratory-specific mechanical equipment) in such manner as Sublandlord shall determine, at Subtenant’s sole cost and expense. Upon the expiration or other termination of the Term, Subtenant shall, at its sole cost and expense, quit, surrender, vacate and deliver the Subleased Premises to Sublandlord broom clean and in good order, condition and repair and condition, except for reasonable wear and ordinary wear, tear and damage by fire or other casualty or and condemnation. To the extent agreed , subject to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime LessorSubtenant’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement remove any Hazardous Materials placed in or to the Subleased Premises by Subtenant or to any other portion its contractors and Subtenant’s Property. Subtenant acknowledges that possession of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises must be surrendered to Sublandlord at the expiration or sooner termination of the Term hereof. The parties recognize and agree that the damage to Sublandlord resulting from any failure by Subtenant timely to surrender possession of the Subleased Premises as aforesaid will be substantial and may be impossible accurately to measure. Subtenant desires to limit and liquidate said amounts and therefore agrees that if possession of the Subleased Premises is not surrendered to Sublandlord upon the expiration or sooner termination of the Term, then Subtenant shall pay to Sublandlord for each month and to restore for each portion of any month during which Subtenant holds over in the Subleased Premises to its condition prior to such alterationsafter the expiration or sooner termination of the Term, installationsfor use and occupancy, additions or improvements. the aggregate sum of (di) During the greater of (A) 200% of the amount of the installment of the annual Fixed Rent that was payable under this Subleased for the last month of the Term of hereof and (B) the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet fair market rental value of the Subleased Premises as allocated of the date of such holdover, plus (ii) one-twelfth (1/12) of all items of Additional Rent which would have been payable monthly pursuant to this Sublease had its Term not expired or been terminated, plus (iii) those other items of Additional Rent which would have been payable pursuant to this Sublease had its Term not expired or been terminated which aggregate sum Subtenant agrees to pay to Sublandlord on demand, in full without setoff, and no extension or renewal of this Sublease shall be deemed to have occurred by such holding over, nor shall Sublandlord be precluded by accepting such aggregate sum for use and occupancy from exercising all rights and remedies available to it to obtain possession of the Subleased Premises. The acceptance by Sublandlord of any such use and occupancy payment by Subtenant pursuant to this subsection shall in no event preclude Sublandlord from commencing and prosecuting a holdover or summary eviction proceeding, and the provisions of this Section 13(b) shall be deemed be an “agreement expressly providing otherwise” within the meaning of Section 232-c of the Real Property Law of the State of New York and any successor or similar law of like import. Nothing contained in this Section(b) shall (A) imply any right of Subtenant to remain in the Subleased Premises after the Expiration Date without the execution of a new lease, (B) imply any obligation of Sublandlord to grant a new lease or (C) be construed to limit any right or remedy that Sublandlord has against Subtenant as a holdover tenant or trespasser. Subtenant’s obligation under this Section 13(c) shall survive the expiration or other termination of this Sublease. Without limiting any other obligation of Subtenant hereunder, in the event that Subtenant holds over in the Subleased Premises after the expiration or sooner termination of the term of the Main Lease (which expiration date is, subject to the terms and conditions of the Main Lease, September 30, 2027), Subtenant shall indemnify and save Sublandlord harmless from and against any and all damages liabilities, suits, demands, costs and expenses of any kind or nature (including, without limitation, reasonable attorneys’ fees and disbursements) incurred by Sublandlord pursuant to Section 10 of or in connection with the Prime Main Lease. Such parking use , which exceed the amount otherwise required to be paid by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with this Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use13(c).

Appears in 1 contract

Sources: Sublease (Datadog, Inc.)

Condition of Subleased Premises. (a) Subtenant Sublessor represents and warrants that Sublessor has possession and control of the entire Subleased Premises, notwithstanding that the Prime Lease contemplates that Sublessor will take possession in phases. Sublessee represents that it has made or caused to be made a thorough reasonable visual examination and inspection of the Subleased Premises and is familiar with the condition of every part thereofthe Subleased Premises. Subtenant agrees Sublessee acknowledges that, except as expressly provided hereinin this Sublease, and without in any way derogating from any repair or maintenance obligation of Prime Lessor under the Prime Lease, (i) it enters into this Sublease without relying upon any representations, warranties or promises by SublandlordSublessor, its agents, representatives, employees employees, servants or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant Sublessee by implication or otherwise except as expressly set forth hereinin this Sublease, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord Sublessor shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by SubtenantSublessee other than as described in Exhibit C hereto, and (iv) the Subleased Premises are accepted “as is” and are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant Sublessee shall keep and maintain the Subleased Premises, and the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) in the Subleased Premises clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systemsand other matters for which Sublessee is not responsible under this Sublease. (cd) Subtenant Sublessee shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord andSublessor (such consent not to be unreasonably withheld by Sublessor) and Prime Lessor, if required pursuant to under the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent Notwithstanding the foregoing, Sublessor agrees that Minor Work (as defined in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (dSection 10.05(a) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking ) performed by Sublessee in the Subleased Premises shall not require Sublessor’s prior written consent. (e) Sublessor shall perform all tenant improvement work (the “Improvement Work”) necessary to make the Subleased Premises ready for Sublessee’s use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be occupancy in accordance with Section 10 the terms of the Work Letter attached hereto as Exhibit C and the terms of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useincorporated in this Sublease by reference.

Appears in 1 contract

Sources: Sublease (Ironwood Pharmaceuticals Inc)

Condition of Subleased Premises. (a) Subtenant represents that it has made Sublessee accepts the Subleased Premises in its "AS-IS, WHERE- LOCATED" condition. No promise of Sublessor to alter, remodel, improve, repair, decorate or caused to be made a thorough examination clean the Subleased Premises or any part thereof, and inspection no representation respecting the condition of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees thathas been made to Sublessee by Sublessor, except as expressly provided hereinthat Sublessor, at its sole cost and expense, shall (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of construct and complete the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results improvements set forth in the Decommissioning Reportplans and specifications prepared by ▇▇▇▇▇▇ Architects, Inc. dated December 5, 1997 commonly known as Project No. Sublandlord represents 7005.1, and warrants to Subtenant that Sublandlord has not physically occupied (ii) shampoo the carpet throughout the Subleased Premises at any time, including from and after the date of the Decommissioning ReportPremises. (b) Subtenant Sublessee shall keep and maintain the Subleased Premisesnot make or install any additions, the furniturerenovations, fixtures and equipment therein (includingalterations, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire improvements or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement changes in or to the Subleased Premises or to any other portion of Premises, including the Building walls, floors, ceilings and fixtures located therein, without first obtaining the prior written consent of Sublessor in each of Sublandlord andinstance, if required which approval shall not be unreasonably withheld but shall be conditioned upon (i) Sublessor first obtaining Landlord's prior written consent in each instance pursuant to the terms of the Prime Lease, Prime Lessor(ii) Sublessee's compliance with any applicable provisions of the Lease, and then, only in compliance fully (iii) the satisfaction of any other reasonable conditions or restrictions that Sublessor deems appropriate. All work done by or for Sublessee with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes respect to the Subleased Premises upon Premises, including any removal and/or restoration required at the expiration or termination of this Sublease, shall be at Sublessee's sole cost and expense. (c) Sublessor agrees to pay a sum ("Sublessor's Allowance") up to Eight Thousand Seven Hundred Sixty-Nine and 00/100 Dollars ($8,769.00) toward the Term, and cost of any improvements Sublessee desires to restore complete for a reception area in the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term "Reception Area Improvements"). Any costs incurred by Sublessee in connection with the Reception Area Improvements in excess of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant Sublessor's Allowance shall be paid by Sublessee. Any such alterations and improvements shall be constructed in accordance with Section 10 the provisions of Paragraph 6(b) above. Provided that no default exists under the Sublease (beyond any applicable notice and cure periods), Sublessor shall disburse the Sublessor's Allowance to Sublessee within thirty (30) days following written request from Sublessee, which request shall be accompanied by such paid invoices and other supporting documentation as Sublessor may reasonably require, including (if applicable), but not limited to, general contractors' sworn affidavits and partial or final waivers of Lien, as the case may be, in form and substance reasonably satisfactory to Sublessor. In the event the cost of the Prime Lease as amended from time to time Reception Area Improvements does not exceed Sublessor's Allowance, any excess thereof shall be applied and all published rules and regulations of credited against the Landlord and/or the operator of the Technology Square Garage as to such parking userent due hereunder following February 28, 1998.

Appears in 1 contract

Sources: Sublease (Medcare Technologies Inc)

Condition of Subleased Premises. (a) A. Sublandlord shall deliver the Subleased Premises to Subtenant represents that it has made or caused to be made a thorough examination in its current "as-is" condition, and Subtenant shall rely solely on Subtenant's own inspection of the Subleased Premises and is familiar with the physical condition thereof, including, without limitation, accessibility and location of utilities, the condition of every part thereof. Subtenant agrees thatimprovements and the existence of hazardous materials, except as expressly provided herein, (i) it enters into this Sublease without relying upon and not on any representations, representations or warranties of Sublandlord or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building contractors, whether express or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise implied except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory conditionnext sentence. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to Sublandlord shall, at its own cost, deliver the Subleased Premises prepared by Ramboll US Corporation and dated March 17in broom clean condition, 2020 (the “Decommissioning Report”) and has accepted the results set forth with all furniture in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Reportplace. (b) B. Subtenant shall keep and maintain the Subleased Premisesnot make or suffer to be made any alterations, the furnitureadditions or improvements (collectively, fixtures and equipment therein (including"Alterations") in, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in on or to the Subleased Premises or to any other portion of the Building without the prior written consent of each Sublandlord and Landlord, which shall not be unreasonably withheld. All Alterations shall be performed in strict compliance with Paragraph 11 of the Master Lease. In the event Sublandlord and, if required pursuant consents to the terms making of any such Alterations by Subtenant, the Prime Lease, Prime Lessorsame shall be made by Subtenant at Subtenant's sole cost and expense, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition contractor or improvement proposed person selected by Subtenant. Sublandlord may require Subtenant to remove any make the same shall first be approved in writing by Sublandlord and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon Landlord. Upon the expiration or sooner termination of the Termthis Sublease, Subtenant shall, upon demand by Sublandlord and Landlord, at Subtenant's sole cost and expense, forthwith and with all due diligence, remove any Alterations made or paid for by Subtenant, and to repair and restore the Subleased Premises to its condition prior their original condition, ordinary wear and tear excepted. In addition, Subtenant hereby assumes all of Sublandlord's restoration obligations to Landlord pursuant to Paragraph 28 of the Lease (as modified by Section 10 of the Third Amendment). Finally, Sublandlord will cooperate with Subtenant to acquire Landlord's consent to any Alterations, but Subtenant acknowledges that Sublandlord makes no representation as to Landlord's willingness to approve such alterations, installations, additions or improvementsAlterations and shall have no liability for Landlord's failure to provide such approval. C. Subtenant shall, at its sole cost, make all modifications, alterations and improvements to the Subleased Premises and Building that are required by any applicable city, state or federal rule, law, regulation or order because of: (di) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may Subtenant's particular use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated or Building; (ii) Subtenant's application for any permit or governmental approval; or (iii) Subtenant's making of any Alterations to Sublandlord pursuant or within the Subleased Premises. All other improvements or capital expenditures relating to Section 10 modifications, alterations or improvements to the Subleased Premises or Building shall be governed by the terms and conditions of Paragraph 11 of the Prime Master Lease. Such parking use by Subtenant shall. D. Sublandlord is in compliance with all laws, subject to Prime Lessor’s consentordinances, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Leaserules, and such use regulations affecting the Subleased Premises, including any alterations or modifications performed thereon by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useSublandlord.

Appears in 1 contract

Sources: Sublease (Cygnus Inc /De/)

Condition of Subleased Premises. (a) Subtenant represents Sublessee acknowledges that it has made or caused to be made a thorough examination and inspection of inspected the Subleased Premises and is familiar with agrees to accept the Subleased Premises in "as-is" condition, and further acknowledges that no representations or warranties as to the condition of every part thereof. Subtenant agrees thatthereof have been made to it by Sublessor and/or the Prime Lessor, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly may be specifically set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean in Paragraph 9 of this Sublease. Sublessee hereby covenants and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor agrees to undertake and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report perform all obligations with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (that Sublessor has undertaken to Prime Lessor in the “Decommissioning Report”) and has accepted the results Prime Lease except as specifically set forth in Paragraph 9 of this Sublease. Notwithstanding the Decommissioning Report. Sublandlord represents and warrants above, Sublessor hereby agrees that it shall be Sublessor's obligation to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain deliver the Subleased Premises, including the furnitureTertiary Space, fixtures on the Sublease Commencement Date , in the following condition and equipment therein with all of the following tasks completed (includingthe "Sublessor Tasks") prior to the Sublease Commencement Date for each leased space, without limitationat Sublessor's sole cost and expense, all laboratory-specific mechanical equipment) clean and in good ordersubject only to the Sublessee Contribution, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant as defined below: a. The Subleased Premises shall be entitled clean of all chemicals and reagents; b. All biosafety cabinets shall be decontaminated by a qualified vendor licensed in The Commonwealth of Massachusetts and Sublessor shall deliver to the benefit Sublessee copies of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to all decontamination records including documentation qualifying the Subleased Premises or to any other portion for release for unrestricted use per Commonwealth of the Building without the prior written consent of each of Sublandlord andMassachusetts regulations, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease 105 CMR 120.291 and the Prime Lease. Sublandlord may withhold consent in its sole discretion Nuclear Regulatory Commission (NRC) document entitled "Guidelines for Decontamination of Facilities and Equipment Prior to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any Release for Unrestricted Use: Table 1." c. All floors shall be broom clean and all alterationslab counters and desks shall be free of dust and debris; and d. Any damage to walls, installationsfloors, additions or improvements that Subtenant makes to and/or ceilings caused by equipment removal shall be repaired and painted. Sublessee shall reimburse Sublessor for costs associated with undertaking and completing the Subleased Premises upon the expiration or termination of the TermSublessor Tasks, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet an aggregate amount for all of the Subleased Premises as allocated not to Sublandlord pursuant to Section 10 of the Prime Leaseexceed Fifteen Thousand and 00/100 Dollars ($15,000.00) ("Sublessee Contribution"). Such parking use by Subtenant shall, subject to Prime Lessor’s consent, The Sublessee Contribution shall be at the same cost per space as charged to Sublandlord and paid by the Sublessee, as Additional Rent with the monthly rent payment next due after Sublessee receives copies of invoices from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of vendors or suppliers substantiating the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useSublessee Contribution.

Appears in 1 contract

Sources: Sublease Agreement (Antigenics Inc /De/)

Condition of Subleased Premises. (a) a. Subtenant represents that it has made or caused to be made a thorough examination is leasing and inspection of accepts the Subleased Premises “AS IS”, reasonable wear and is familiar with tear, natural deterioration, and casualty damage excepted. Without limiting the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect generality of the Building or the Subleased Premisesforegoing, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord Sublessor shall have no obligation to do make, supply, or perform any work in order alterations, services, material, fixtures, equipment, or decorations to make the Subleased Premises suitable and ready for occupancy and use by SubtenantPremises, In entering into this Sublease, Subtenant has relied solely on such investigations, examinations, and (iv) inspections as Subtenant has chosen to make; Subtenant acknowledges that Sublessor has afforded Subtenant the Subleased Premises are in satisfactory condition. opportunity for full and complete investigations, examinations, and inspections. b. Notwithstanding the foregoing, during the term of this Sublease, Subtenant acknowledges receipt from Prime Lessor shall have the right to use the existing furniture, personal property and equipment located in and servicing the Subleased Premises (collectively the “Furniture”) as set forth on the inventory list on Exhibit “C” annexed hereto and made a part hereof. The Furniture shall be delivered to Subtenant in its “AS IS” condition and state of a decommissioning report repair on the Commencement Date and without representation or warranty by Sublessor. Subtenant, at its sole cost and expense, shall maintain and repair the Furniture during the Term and Sublessor shall have no obligation to maintain, repair or replace any of the Furniture. Except as provided below, Sublessor shall retain all right, title and interest in and with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17Furniture. On or prior to the Expiration Date, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants Sublessor shall deliver to Subtenant a ▇▇▇▇ of sale transferring to Subtenant, for the sum of $1.00, all of Sublessor’s right, title and interest in and with respect to the Furniture in its then “AS IS” condition and without representation or warranty, except the ▇▇▇▇ of sale transferring the Furniture to Subtenant shall contain Sublessor’s representation that Sublandlord has not physically occupied Sublessor is then the owner of the Furniture, free of all liens and encumbrances. If ownership of the Furniture shall be transferred to Subtenant as aforesaid, then Subtenant shall remove the Furniture from the Subleased Premises at on or prior to the Expiration Date and repair any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain all damage to the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed caused by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvementsremoval. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease (Shutterstock, Inc.)

Condition of Subleased Premises. The Subleased Premises shall be delivered to Subtenant by Sublandlord in its present condition existing on the Sublease Commencement Date. Subtenant agrees that none of the terms contained in the Master Lease with respect to the initial construction or completion of the Premises (aor any allowances or other sums provided therefor) are applicable to the Subleased Premises or this Sublease. Moreover, Subtenant represents hereby represents, warrants and agrees that (i) it has made or caused to be made a thorough complete examination and inspection of the Subleased Premises Premises, including any and is familiar with all improvements constructed and/or equipment or facilities existing therein or thereon, and accepts the condition of every part thereof. Subtenant agrees thatsame in its current condition, except as expressly provided herein“As-Is”, (i) it enters into this Sublease “Where-Is”, without relying upon any representations, warranties or promises by recourse to Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, and (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do complete any work in order to make improvements whatsoever to, or provide any allowances for, the Subleased Premises. SUBLANDLORD MAKES NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, WITH RESPECT TO THE SUBLEASED PREMISES OR ANY IMPROVEMENTS, EQUIPMENT, FIXTURES OR FACILITIES CONSTRUCTED OR LOCATED THEREIN OR THEREON. ALL IMPLIED WARRANTIES WITH RESPECT THERETO, INCLUDING BUT NOT LIMITED TO THOSE OF MERCHANTABILITY, HABITABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE EXPRESSLY NEGATED AND WAIVED. Subtenant hereby assumes all risks associated with the Subleased Premises suitable and ready for occupancy and use by Subtenantall improvements, equipment, fixtures or facilities constructed or located therein or thereon (including the present physical condition of any of the foregoing), and except for any claim, loss, damage, expense or liability arising from the negligence or willful misconduct of Sublandlord, its agents, contractors, employees, licensees or invitees, agrees to indemnify and hold harmless Sublandlord from and against any claim, loss, damage, expense (ivincluding without limitation reasonable attorneys’ fees and costs) or liability arising out of or based upon any injury or damage to person or property occurring on the Subleased Premises are in satisfactory condition. Notwithstanding during the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime LessorSubtenant’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet occupancy of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useunder this Sublease.

Appears in 1 contract

Sources: Sublease Agreement (Knology Inc)

Condition of Subleased Premises. (a) Supplementing the terms of ------------------------------- Section 42.02 of the ▇▇▇▇▇▇▇▇▇, and except as otherwise expressly set forth in this Sublease, Subtenant represents acknowledges and agrees that it is leasing the Subleased Premises "as is" and Sublessor is not required to perform any work or expend any monies in connection with the space demised pursuant to the terms of this Sublease. In making and executing this Sublease, Subtenant has made or caused to be made a thorough examination relied solely on such investigations, examinations and inspection inspections of the Subleased Premises as Subtenant has chosen to make or has made. Subtenant acknowledges that Sublessor has afforded Subtenant the opportunity for full and is familiar complete investigations, examinations and inspections of the Subleased Premises. (b) The parties hereto agrees that (i) Subtenant shall accept possession of the Furniture in its "as is, where is" condition and (ii) Sublessor has made no representations or warranties of any kind (including, but not limited to, warranties of fitness for any particular use or purpose) with respect to the condition of every part thereofFurniture. Subtenant agrees thatto maintain the Furniture in the condition accepted and, except as expressly provided hereinsubject to the next succeeding sentence, (i) it enters into upon the Expiration Date or termination of this Sublease without relying upon any representationsSublease, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect to surrender possession of the Building Furniture to Sublessor in the same condition, subject to ordinary use, wear and tear and natural deterioration. Subtenant shall have the option, upon written notice to Sublessor given no earlier than sixty (60) days and no later than thirty (30) days prior to the expiration of this Sublease, to purchase the Furniture at such cost equal to the fair market value of the Furniture on the day such Notice is deemed given pursuant to this Sublease, as such cost is agreed upon by the parties. In the event the parties are unable to agree upon the fair market value of the Furniture, such fair market value shall be determined by a reputable independent appraiser designated by Sublessor and reasonably approved by Subtenant. The fees and disbursements of such appraiser shall be borne equally by Sublessor and Subtenant. Subtenant shall repair or replace at its own expense any Furniture accepted in accordance herewith not in the Subleased Premisescondition required to be maintained hereunder and, (ii) in the event Subtenant fails to do so, Subtenant agrees that Sublessor shall have the right, but not the obligation, to so repair or replace and to charge Subtenant therefor as and for Additional Charges. Sublessor and Subtenant agree that Subtenant shall in no rights, easements or licenses are acquired by event violate the terms of the ▇▇▇▇▇▇▇▇▇ in connection with the use and maintenance of the Furniture. Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver agrees promptly to repair any damage to the Subleased Premises broom-clean (or reimburse Sublessor for the reasonable cost thereof) caused by the use and otherwise maintenance of the Furniture. Subtenant further agrees to indemnify, defend and hold harmless Sublessor from any suit, claim, damage, judgment, loss, cost or expense arising out of Subtenant's use of the Furniture. (c) Sublessor represents to Subtenant that, to the best of Sublessor's knowledge, the Building elevators, air conditioning, heating, ventilating, plumbing, water, lighting and electrical power facilities used in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) connection with the Subleased Premises are in satisfactory condition. Notwithstanding good working order on the foregoingdate hereof; provided, Subtenant acknowledges receipt from Prime Lessor however, that the foregoing representation (i) shall not constitute a warranty of a decommissioning report with respect any nature whatsoever, and (ii) does not modify or otherwise affect in any manner Sublessor's obligation to deliver and Subtenant's obligation to sublease the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results in their "as is" condition as set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning ReportSubsection 13(a) hereof. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease (American Home Mortgage Holdings Inc)

Condition of Subleased Premises. (a) The Subleased Premises shall be accepted and leased by Subtenant represents that it has made on an "as-is" basis. The Subtenant agrees not to make, erect, install or caused alter any other leasehold improvements in the Subleased Premises without having obtained the prior written approval of the Sublandlord and the Landlord. The Subtenant shall comply with all terms and conditions of the Sublandlord's and Landlord's approval and the applicable provisions of the Lease dealing with same. The Subtenant shall be entitled to be made a thorough examination and inspection vacant possession of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees thatJuly 1, except as expressly provided herein, 2004 (i) it enters into assuming this Sublease without relying upon Lease Agreement has been signed by the Subtenant and the Sublandlord) to carry out any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect approved modifications to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (for move-in purposes. At all times prior to the “Decommissioning Report”) and has accepted Commencement Date that the results set forth Subtenant is in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied possession of the Subleased Premises at any timewhether carrying on business or not, including from and after it shall be bound by all the date provisions of the Decommissioning Report. (b) Sublease and the Lease except that the Subtenant shall keep not be obligated to pay Basic Rent and maintain Additional Rent until the Commencement Date. Air handling unit / Raised floor - The air handling unit and the raised floor (the Equipment Fixtures") located in the computer room of the Subleased Premises shall be for the sole and exclusive use of the Subtenant. The daily maintenance of the Equipment Fixtures shall be the sole responsibility of the Subtenant. Provided the Subtenant is in occupancy of the Subleased Premises the Equipment Fixtures shall be the sole exclusive use of the Subtenant. If the Subtenant is not in occupancy of the Subleased Premises, the furnitureEquipment Fixtures, fixtures including and equipment therein (includingrestoration, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled revert to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building SystemsSublandlord/Landlord. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease (Securac Corp)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination and inspection inspected the Subleased Premises fully familiar with the condition thereof. Subtenant shall take possession of the Subleased Premises and is familiar (together with the Furniture) in their “as is” condition and state of every part thereof. repair on the date of this Sublease, subject to reasonable wear and tear, and Subtenant agrees acknowledges that, except as expressly provided hereinset forth in this Sublease, (i) it enters into this Sublease without relying upon any representations, warranties Sublandlord has made no representation or promises by Sublandlord, its agents, representatives, employees or any other person in respect warranty concerning the condition of the Building or the Subleased Premises, (ii) and Sublandlord has no rightsobligation to perform any work, easements supply any materials, incur any expense or licenses are acquired by Subtenant by implication make any alterations or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver improvements to the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received to prepare the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do for Subtenant’s occupancy. The taking of occupancy of the whole or any work in order to make part of the Subleased Premises suitable shall be conclusive evidence, as against Subtenant, that Subtenant accepts possession of the same and ready for occupancy and use that the Subleased Premises (or that part of the Subleased Premises occupied by Subtenant, as the case may be) was in good and (iv) satisfactory condition at the time such occupancy was so taken; however, Subtenant’s failure to take possession of the Subleased Premises are shall not be deemed evidence that the same was not in good or satisfactory condition. Without limiting the foregoing, prior to the Sublease Commencement Date, Sublandlord shall cause the carpeting located within the Subleased Premises to be shampooed and the interior of the windows within the Subleased Premises to be cleaned. Subtenant shall be permitted to use, at no additional cost to Subtenant, during the Sublease Term solely within the Subleased Premises all of Sublandlord’s telephone equipment (including, without limitation, the telephone switch) and furniture located within the Subleased Premises on the date of this Sublease (collectively, the “Furniture”), an inventory of which Furniture is annexed to this Sublease as Exhibit D. The Furniture is delivered to Subtenant ‘‘as is” and without representation or warranty by Sublandlord. Subtenant, at its sole cost, shall maintain the Furniture during the Sublease Term in good condition and repair, reasonable wear and tear excepted. Subtenant shall pay all maintenance and usage costs with respect to the Furniture, including, without limitation, all telephone bills. Subject to the last sentence of this Paragraph 3(a), on the Sublease Expiration Date, Subtenant shall become the owner of the Furniture and on or prior such date, Subtenant, at its sole cost, shall remove the Furniture from the Subleased Premises. If Subtenant shall fail to so remove the Furniture, then Sublandlord shall be entitled to remove it at Subtenant’s cost, to be reimbursed to Sublandlord on demand. Notwithstanding the foregoing, (i) the right to own the Furniture granted to Subtenant acknowledges receipt from Prime Lessor in this Paragraph 3(a) shall be personal to Metropolitan Research Associates, LLC and in no event shall such right be assigned or otherwise transferred to any other person or entity prior to the Sublease Expiration Date; and (ii) if this Sublease shall terminate prior to the Sublease Expiration Date for any reason other than the termination of a decommissioning report the Lease due to Sublandlord’s default beyond all applicable notice and grace periods there under, then Subtenant shall not become the owner of the Furniture upon the termination of this Sublease, but rather the Furniture shall remain the property of Sublandlord and shall be returned to Sublandlord with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the on such date of the Decommissioning Reporttermination of this Sublease in good condition and repair, reasonable wear and tear excepted. (b) Subtenant shall keep and maintain the Subleased Premisesnot make any alterations, the furnitureadditions, fixtures and equipment therein improvements or changes (includingcollectively, without limitation, all laboratory-specific mechanical equipment“Improvements”) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without first obtaining the prior written consent of each Sublandlord, and of Sublandlord and, Landlord if required pursuant under the Lease. To the extent that Landlord’s consent shall not be required under the Lease with respect to the terms any Decorative Alterations (as defined in Section 5.1 of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion ) to any alteration, installation, addition or improvement proposed be made by Subtenant, Sublandlord’s consent shall likewise not be required with respect to such Decorative Alterations. Sublandlord may require Subtenant If Landlord consents to remove Subtenants’ proposed improvements, then Sublandlord’s consent shall not be unreasonably withheld or delayed. Subtenant, in making any and all alterations, installations, additions such approved improvements in or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination Premises, shall comply with all applicable terms, covenants and conditions of the TermLease and with all requirements of governmental bodies having jurisdiction thereof. Subtenant shall reimburse Sublandlord for Sublandlord’s reasonable, actual out of pocket costs incurred by it in connection with (i) its review of any plans and specifications submitted by Subtenant, reviewed by Sublandlord, and to restore the Subleased Premises to its condition prior to (ii) Landlord’s costs in connection with such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease (Cross Country Healthcare Inc)

Condition of Subleased Premises. SURRENDER 13.1 Notwithstanding any terms contained herein, it is Audentes’s sole responsibility to place the Subleased Premises in the surrender condition described in Paragraph 13.3 below not later than the last day of the Term, including, but not limited to, covering all costs of decertification and decommissioning required by governmental authority due to any act performed, or materials used, by Audentes. Failure by Audentes to properly tender the Subleased Premises back to Solazyme by the last day of the Term in such condition (aincluding all proper decertifications and decommissionings) Subtenant represents will result in additional charges to Audentes including rent for the hold-over period, penalties, hold-over rent and penalties payable by Solazyme to the Master Landlord for the entire premises subject to the Master Lease, and all other charges or remedies administered by the Master Landlord against Solazyme or Audentes. 13.2 Audentes shall provide access to Solazyme beginning on January 1, 2018 in order to allow Solazyme to plan for, and to the extent necessary begin, the restoration of any alterations made to the Subleased Premises by Solazyme, as required by the Master Landlord, provided however no such work by Solazyme shall unreasonably interfere with the operations of Audentes. If Audentes determines that it has made or caused to be made Solazyme’s restoration activities will materially interfere with Audentes’ use of a thorough examination and inspection significant portion of the Subleased Premises and is familiar with then being used by Audentes, Audentes shall have the condition right to terminate the Sublease early. 13.3 Upon the expiration or termination date of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representationspursuant to Paragraph 3.1, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord Audentes shall deliver surrender to Solazyme the Subleased Premises and all fixtures and equipment supplied by Solazyme in the same condition and repair as received (ordinary wear and tear, damage, maintenance that is not Audentes’s responsibility hereunder, and casualty that Audentes has no obligation to restore or repair excepted), broom-clean clean, and otherwise in the condition which Sublandlord received required by the Subleased Premises from Prime Lessor Master Lease and Sublandlord shall have no obligation to do repair any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect damage to the Subleased Premises prepared occasioned by Ramboll US Corporation the removal of Audentes’s fixtures and dated March 17equipment. In no event, 2020 however, shall Audentes be required to remove or restore any alterations made, or personal property or trade fixtures installed prior to the Commencement Date. Within fourteen (14) business days of the Commencement Date of this Sublease, Audentes shall provide Solazyme with a list (Decommissioning ReportDamage List”) and has accepted the results set forth of any defects or damage present in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, and on the furnitureequipment or fixtures as reasonably observable by Audentes. Solazyme shall have fourteen (14) business days to object to any defects or damage present on the Damage List. After the lapse of the fourteen (14) business days from the date following the Commencement Date, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant Audentes shall be entitled to the benefit of those obligations of Prime Lessor set forth precluded from claiming any apparent patent defect or damage (i.e., a defect or damage that is readily apparent during a walk-through) in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises if such defect or to any other portion damage was not included on the Damage List. Audentes shall not be precluded from identifying defects or damage that become apparent after such period. 13.4 Upon surrender of the Building without the prior written consent of each of Sublandlord andSubleased Premises, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements Audentes shall warrant that Subtenant makes to there are no hazardous substances brought onto the Subleased Premises upon the expiration by Audentes or termination of the Termits agents, and to restore employees or contractors remaining on the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term in excess of the Subleaselevels permitted by applicable law, and subject shall ensure the premises are decontaminated and decommissioned with respect to Prime LessorAudentes’s consent, Subtenant may use 0.90 parking spaces in of hazardous substances and a certificate thereof obtained from the Technology Square Garage per 1,000 rentable square feet County of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useSan Mateo.

Appears in 1 contract

Sources: Consent to Sublease Agreement (Audentes Therapeutics, Inc.)

Condition of Subleased Premises. Subtenant acknowledges and agrees that (ai) Subtenant represents it has inspected the Subleased Premises to the extent that it has made deems necessary prior to the execution of this Sublease, (ii) it accepts the Subleased Premises in “AS-IS WHERE IS” condition and (iii) neither Sublandlord nor Master Landlord shall have any obligation with respect to alterations, repairs or caused refurbishment of the Subleased Premises, except as may otherwise be specifically set forth in this Sublease. In the event that any improvements or alterations are permitted by Master Landlord, the removal thereof upon the termination of this Sublease will be the responsibility of Subtenant, all in accordance with the Master Lease. Subtenant also hereby assumes and agrees to be made a thorough examination perform any and inspection all obligations of Sublandlord under the Master Lease with respect to (i) the removal of personal property, equipment, trade fixtures and leasehold improvements from the Subleased Premises, and (ii) the surrender of the Subleased Premises and is familiar with at the expiration of the Term of this Sublease in the condition required by the Master Lease irrespective of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying whether or not such items were placed upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person installed in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in by or at the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory conditiondirection of Subtenant or Sublandlord. Notwithstanding anything to the foregoingcontrary contained herein, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report Subtenant’s obligations with respect to the Subleased Premises prepared by Ramboll US Corporation removal of Tenant Improvements and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including Tenant Alterations from and after the date restoration of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion the Building as required under the Master Lease shall be governed by the provisions of the Building without Consent of Master Landlord attached hereto as Exhibit C and incorporated herein by this reference (the prior written consent of each of Sublandlord and“Landlord Consent”), if required pursuant to Subtenant and Master Landlord enter into the terms of New Lease (as defined in the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms Landlord Consent). The provisions of this Sublease and Section 6.3 shall survive the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition termination or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvementsthis Sublease. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease Agreement (Equinix Inc)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused Sublessee agrees to be made a thorough examination and inspection take the Subleased Premises in its "as is" condition. Sublessee is fully familiar with the physical condition of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or Sublessee's taking possession thereof shall constitute Sublessee's acknowledgment that the Subleased Premises, (ii) no rightsand every part thereof, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor good condition and without need of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Reportrepair. (b) Subtenant Sublessee shall keep be responsible for all maintenance and maintain repairs to the Subleased Premises, for which Sublessor is responsible as tenant under the furnitureLease, fixtures and equipment therein (including, without limitationbut not limited to the extent applicable under the Lease, all laboratoryjanitorial and day-specific mechanical equipment) clean to- day maintenance of interior surfaces and building systems in order to keep the Subleased Premises in good order, repair order and condition, except for reasonable wear condition and tear and damage as otherwise required by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building SystemsLease. (c) Subtenant shall make no alteration, installation, removal, addition All property of every kind placed or improvement in or to stored by Sublessee at the Subleased Premises shall be so placed or stored at the sole risk of Sublessee. Sublessor shall not be liable to Sublessee or any other portion person for any injury, loss, damage or inconvenience occasioned by any cause whatsoever to said property unless Such injury, loss, damage or inconvenience is caused solely by the willful or negligent acts or omissions of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvementsSublessor. (d) During the Term Upon expiration or sooner termination of the Sublease, Sublessee shall quit and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of surrender the Subleased Premises in substantially the same condition as allocated to Sublandlord pursuant to Section 10 the Subleased Premises were in at the commencement of the Prime term hereof, broom-clean, free of all personal effects, and as otherwise required by the terms of the Lease. Such parking use Except as provided to the contrary in this Section 8 hereof, any improvements or fixtures installed by Subtenant shallSublessee which are affixed to the Subleased Premises by nails, subject screws or some other detachable means shall be removed upon the expiration or sooner termination of this Sublease. Sublessee shall repair all damage or defacement to Prime Lessor’s consentthe Subleased Premises and to the fixtures, be appurtenances and equipment of Sublessor therein, caused by the Sublessee's removal of its furniture, fixtures, equipment, machinery and the like and the removal of any improvements or alterations. Notwithstanding anything to the contrary herein, Sublessee may request at any time (including at the same cost per space time or as charged to Sublandlord from time to time pursuant part of the request for initial approval of any improvement or alteration) but in no event later than sixty days prior to the Prime Leaseexpiration or sooner termination of this Sublease, and that Sublessor consent to allowing Sublessee to leave any alteration or improvement in place. Sublessor shall grant or deny such use by Subtenant shall be request in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useits absolute discretion.

Appears in 1 contract

Sources: Sublease (Patient Infosystems Inc)

Condition of Subleased Premises. (a) Subtenant Sublessor is subleasing the Sublease Premises to Sublessee in their existing condition, AS IS, WHERE IS and without representation or warranty by Sublessor, except that (1) Sublessor will be responsible for decommissioning the laboratory facilities in the Sublease Premises and will, on request of Sublessee, provide reasonable documentation thereof, and (2) the Sublease Premises will be delivered broom clean with all of Sublessor’s furniture, fixtures and equipment (other than laboratory equipment) removed. By way of clarification, Sublessor shall not remove, and Sublessee shall accept, Sublessor’s telecommunication wiring in the Subleased Premises. Sublessee represents that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and is familiar with the condition of every part thereofof the Subleased Premises. Subtenant agrees Sublessee acknowledges that, except as expressly provided hereinin this Sublease, (i) it enters into this Sublease without relying upon any representations, warranties or promises by SublandlordSublessor, its agents, representatives, employees employees, servants or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant Sublessee by implication or otherwise except as expressly set forth hereinin this Sublease (including, without limitation, in Section 6(c) below), (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord Sublessor shall have no obligation to do any work or pay any allowance or contribution in order to make the Subleased Premises suitable and ready for occupancy and use by SubtenantSublessee, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor Sublessee’s taking of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date possession of the Decommissioning ReportSublease Premises shall be confirmation that the Sublease Premises were at such time in good, sanitary and satisfactory condition and repair. (b) Subtenant Sublessee shall keep and maintain the Subleased Premises, and the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) in the Subleased Premises clean and in good order, repair and condition, except for reasonable wear as required of Sublessor under the Prime Lease. Sublessee, at its sole cost and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessorexpense, Subtenant shall be entitled responsible for providing its own cleaning services to the benefit of those obligations of Prime Lessor set forth Subleased Premises in the manner required under the Prime Lease as to Prime Lessor’s obligation to maintain Building SystemsLease. (c) Subtenant Sublessor acknowledges that Sublessee may desire to make certain alterations and/or improvements in and to the Sublease Premises to make the same more suitable for Sublessee’s use and occupancy (the “Sublease Improvements”). Sublessee shall perform the Sublease Improvements in full accordance with the terms and conditions of the Prime Lease, including without limitation Article 17 and Exhibit B thereof, and of this Sublease, and at Sublessee’s sole cost and expense. Neither Sublessor nor Prime Lessor shall be required to perform any work, or make no any contribution toward, or reimburse, any cost incurred by Sublessee in connection with any Sublease Improvements. (d) The terms and conditions of the Prime Lease (including without limitation Article 17 thereof) shall be applicable to any alteration, installation, removal, addition or improvement in or that Sublessee may desire to make with respect to the Subleased Premises or Sublease Premises, including without limitation the Sublease Improvements. In addition to any other portion obtaining the consent of the Building without Prime Lessor, Sublessee shall obtain the prior written consent approval of each the Sublessor, which approval shall not be unreasonably withheld, conditioned, or delayed, prior to making any such alteration, addition or improvement. Unless otherwise expressly provided in the Prime Lease, Sublessee shall have the right to perform its own construction work, with contractors and subcontractors who are reputable, qualified and properly licensed or accredited and insured, and who are first reasonably approved by Sublessor. Sublessor may elect (for its own benefit and not that of Sublandlord Sublessee) to review and inspect any such work by Sublessee, and Sublessee will reimburse Sublessor for the reasonable out-of-pocket costs thereof. The following changes shall be applicable to incorporation of Article 17 into this Sublease: (i) the provisions of Section 17.1 of the Prime Lease after the fourth sentence shall not be incorporated into this Sublease, and shall have no force or effect hereunder; (ii) before commencing any Alterations, Sublessee shall give Sublessor at least twenty-one (21) days’ prior written notice of the proposed commencement of such work, and submit to Sublessor any material or information required under the Prime Lease to be submitted to Prime Lessor (iii) with respect to the portions of Section 17.6 following the first sentence, Sublessor agrees to make any request of Prime Lessor with respect to an insurance claim described therein for damage caused by Sublessee, but Sublessee shall be responsible for all costs and expenses, including without limitation the cost to repair such damage or any portion thereof which was not reimbursed by Prime Lessor’s insurance; and, if (iv) Sublessee shall be responsible for removing any Alteration made by Sublessee (including without limitation any Sublease Improvements) that Sublessor is required pursuant to remove under the terms of the Prime Lease, Prime Lessoras if such Alterations had been made by Sublessor. (e) Sublessee shall, at its sole cost and thenexpense, only perform the Sublease Improvements and any other tenant improvement work necessary to make the Subleased Premises ready for Sublessee’s use and occupancy in compliance fully accordance with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use including without limitation the Work Letter attached thereto as Exhibit B as incorporated in this Sublease by Subtenant reference. Sublessee shall be in accordance with Section 10 give Sublessor at least sixty (60) days prior written notice of Sublessee’s intention to commence the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useSublease Premises Work.

Appears in 1 contract

Sources: Sublease (Momenta Pharmaceuticals Inc)

Condition of Subleased Premises. (a) A. Sublandlord shall deliver the Subleased Premises to Subtenant represents that it has made or caused to be made a thorough examination on the Commencement Date in its present "as-is" condition, and Subtenant shall rely solely on Subtenant's own inspection of the Subleased Premises and is familiar with the physical condition thereof, including, without limitation, accessibility and location of utilities, the condition of every part thereof. Subtenant agrees thatimprovements and the existence of Hazardous Materials, and not on any representations or warranties of Sublandlord or its agents, employees or contractors, whether express or implied, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory conditionnext sentence. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to Sublandlord shall, at its own cost, deliver the Subleased Premises prepared by Ramboll US Corporation and dated March 17in broom clean condition, 2020 (the “Decommissioning Report”) and has accepted the results set forth with all furniture in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied place, all building systems servicing the Subleased Premises at any timeoperating satisfactorily, including from and after the date of the Decommissioning Reportwill patch and provide touch up paint where Sublandlord deems necessary. (b) B. Subtenant shall keep and maintain the Subleased Premisesnot make or suffer to be made any alterations, the furnitureadditions or improvements (collectively, fixtures and equipment therein (including"Alterations") in, without limitation, all laboratory-specific mechanical equipment) clean and in good order, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in on or to the Subleased Premises or to any other portion of the Building without the prior written consent of Sublandlord and Landlord, which consent shall be given or withheld by each of them in accordance with Paragraph 11 of the Master Lease. All Alterations shall be performed in strict compliance with Paragraph 11 of the Master Lease. In the event Sublandlord and, if required pursuant and Landlord consent to the terms making of any such Alterations by Subtenant, the same shall be made by Subtenant at Subtenant's sole cost and expense, and any contractor or person selected by Subtenant to make the same shall first be approved in writing by Sublandlord and Landlord. Subject to Sublandlord's right to approve plans, specifications and permits in accordance with Paragraph 11 of the Prime Master Lease, Prime Lessorand subject to Landlord's rights under Paragraph 11 of the Master Lease, and then, only in compliance fully with the terms of this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes hereby consents to the Subleased Premises upon proposed Alterations described on attached EXHIBIT C. Upon the expiration or sooner termination of the Termthis Sublease, Subtenant shall, upon demand by Sublandlord or Landlord, at Subtenant's sole cost and expense, forthwith and with all due diligence, remove any Alterations made or paid for by Subtenant, and to repair and restore the Subleased Premises to their original condition on the Commencement Date, ordinary wear and tear excepted. Without limiting the foregoing, Subtenant acknowledges and agrees that its condition prior obligations to surrender and restore the Subleased Premises may include construction of improvements in existence on the Commencement Date which are subsequently removed by Subtenant, and Subtenant agrees to construct the same notwithstanding Landlord's and Sublandlord's consent to removal of such improvements during the Term; provided, however, at the expiration of the Term or upon the earlier termination thereof as a result of Sublandlord's default which terminates the Master Lease (but not the earlier termination thereof as a result of any other default or event), if Landlord does not require such construction of improvements, then Sublandlord shall not require such construction of improvements. Finally, Sublandlord will cooperate with Subtenant to acquire Landlord's consent to any Alterations, but Subtenant acknowledges that Sublandlord makes no representation as to Landlord's willingness to consent to such alterations, installations, additions or improvementsAlterations and shall have no liability for Landlord's failure to provide such consent. C. Subtenant shall, at its sole cost, make all modifications, alterations and improvements to the Subleased Premises and Building that are required by any applicable city, state or federal rule, law, regulation or order because of: (di) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may Subtenant's particular use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated or Building; (ii) Subtenant's application for any permit or governmental approval; or (iii) Subtenant's making of any Alteration to Sublandlord pursuant or within the Subleased Premises. All other improvements or capital expenditures relating to Section modifications, alterations or improvements to the Subleased Premises or Building shall be governed by the terms and conditions of Paragraphs 10 and 11 of the Prime Master Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease (Cygnus Inc /De/)

Condition of Subleased Premises. (aSubject to Sublandlord’s obligations under the Surrender Plan set forth in Section 6(h) hereof, Subtenant represents that it has made or caused to be made a thorough examination and inspection of is leasing the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that“as is”, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor and Sublandlord shall have no obligation to do furnish, render or supply any work in order work, labor, services, material, fixtures, equipment or decorations to make the Subleased Premises suitable and ready for occupancy Subtenant’s occupancy. The taking of possession of the Subleased Premises by Subtenant shall be conclusive evidence as against Subtenant that the Subleased Premises was in satisfactory condition at the time possession was taken. Subtenant’s acceptance of the Subleased Premises in its “as is” condition is only as against Sublandlord, and does not negate any obligation of Main Landlord to perform work in the Subleased Premises under the Direct Lease with Subtenant. In making and executing this Sublease, Subtenant has relied solely on such investigations, examinations and inspections as Subtenant has chosen to make or has made and Sublandlord’s representations in Sections 4 and 24 hereunder. Subtenant acknowledges that Sublandlord has afforded Subtenant the opportunity for full and complete investigations, examinations, and inspections. The Subleased Premises shall be delivered “broom clean” and vacant, except that the Purchased Assets shall remain in the Subleased Premises. If this Sublease terminates prior to the Expiration Date for any reason, Subtenant shall remove the Purchased Assets from the Subleased Premises prior to the effective date of such termination at the sole cost of Subtenant. Other than as set forth herein, Subtenant acknowledges that no representations with respect to the condition of the Subleased Premises have been made to it. Notwithstanding the foregoing, the parties acknowledge that an inspectional review of the Subleased Premises and the Building is being carried out on behalf of Main Landlord and Subtenant and (i) Subtenant shall use reasonable efforts to cause such inspectional review to be completed within four weeks of the date of execution of this Sublease by Subtenantboth parties, (ii) both Subtenant and Sublandlord shall have the right to oversee the inspection and review the resulting report, which shall identify all systems and elements that are not in good working order and legally compliant, (iii) Main Landlord and Sublandlord shall determine which of Main Landlord and Sublandlord shall be responsible for correcting each deficiency identified in the report, correction of which is necessary to restore such equipment to good working order, and shall commit to correcting such deficiencies to good working order prior to the Commencement Date, or, if reasonably required, within a reasonable time thereafter, and (iv) if Main Landlord and Sublandlord do not come to an agreement within two (2) weeks following the Subleased Premises are in issuance of such report on allocating the correction of all such deficiencies between Main Landlord and Sublandlord, including a plan to correct such deficiencies prior to the Commencement Date (or within a time period thereafter, reasonably satisfactory condition. Notwithstanding the foregoingto Subtenant), then Sublandlord, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) Main Landlord shall meet and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and negotiate in good order, repair faith for an additional period not to exceed fifteen (15) days (unless otherwise agreed in writing between Sublandlord and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To Subtenant) with the extent agreed objective of agreeing upon a plan to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to address any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessorsuch deficiencies, and thenif the parties fail to agree upon such a plan, only in compliance fully with either Subtenant or Sublandlord shall have the terms of right to terminate this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consentupon termination, Subtenant may use 0.90 parking spaces in Sublandlord shall return the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be Security Deposit in accordance with Section 10 5 and this Sublease shall otherwise have no further force and effect. If Sublandlord fails to correct any such deficiency within the agreed time period, provided Sublandlord is not diligently working to correct such deficiencies, then Subtenant shall have the right, but not the obligation, to undertake such work and Subtenant may offset the costs of such work against Rent thereafter otherwise payable to Sublandlord, provided Subtenant obtains Sublandlord’s written consent to the Prime Lease as amended from time costs of such work prior to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as commencing such work, Sublandlord not to unreasonably withhold or delay such parking useconsent.

Appears in 1 contract

Sources: Sublease (Novavax Inc)

Condition of Subleased Premises. (a) Subtenant represents that it has made or caused to be made a thorough examination and inspection of the Subleased Premises and is familiar with the condition of every part thereof. Subtenant agrees that, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly set forth herein, (iii) Sublandlord Sublessor shall deliver the Subleased Premises broom-clean to Sublessee in good condition and otherwise repair, free of all debris, and with the existing cubicles and other improvements in the condition which Sublandlord received Subleased Premises in place, except that the smaller work stations in Room 104 of the Subleased Premises will be removed by Sublessee. Sublessee will be responsible, at its cost, for separating the Subleased Premises with doors from the remainder of the space ("Sublessor's Remaining Space") leased by Sublessor under the Master Lease, and Sublessee will install drywall or a similar material over the windows looking into the Subleased Premises from Prime Lessor Sublessor's Remaining Space, Sublessor and Sublandlord Sublessee will split the cost, on a 50/50 basis, for installing card readers in the stairwells of floors 2, 3 and 4. Sublessee also shall have no obligation to do any work in order to make move Sublessor's furniture and equipment from the Subleased Premises suitable and ready into Sublessor's Remaining Space, after Sublessor has prepared same for occupancy moving. In addition, Sublessee will rearrange Sublessor's cubicles in Sublessor's Remaining Space pursuant to a reasonable plan to be mutually agreed upon by Sublessor and use by SubtenantSublessee. To the best of Sublessor's knowledge, Sublessor warrants to Sublessee that the plumbing, lighting, air conditioning, heating and (iv) other systems in the Subleased Premises are shall be in satisfactory conditiongood operating condition on the Commencement Date. Notwithstanding In the foregoingevent that it is determined that this warranty has been violated, Subtenant acknowledges receipt from Prime then Sublessor shall use its best efforts to cause Master Lessor to rectify such violation. If Sublessee fails to give Sublessor notice of a decommissioning report with respect to any such violation within ninety (90) days after the Commencement Date, then the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (the “Decommissioning Report”) and has accepted the results set forth in the Decommissioning Report. Sublandlord represents and warrants shall be deemed to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain the Subleased Premises, the furniture, fixtures and equipment therein (including, without limitation, all laboratory-specific mechanical equipment) clean and be in good ordercondition and repair, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant shall be entitled to the benefit of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to the Subleased Premises or to any other portion of the Building without the prior written consent of each of Sublandlord and, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms exception of any latent defects which Sublessor shall use its best efforts to cause Master Lessor to remedy promptly after receipt of notice from Sublessee; provided, however, that Sublessor shall in no event be required to incur (unless Sublessee agrees in writing to reimburse Sublessor for same) material costs to third parties to cause Master Lessor to perform Master Lessor's obligations under this Sublease and the Prime Lease. Sublandlord may withhold consent in its sole discretion to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any and all alterations, installations, additions or improvements that Subtenant makes to the Subleased Premises upon the expiration or termination of the Term, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvementsSection 7.3. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet of the Subleased Premises as allocated to Sublandlord pursuant to Section 10 of the Prime Lease. Such parking use by Subtenant shall, subject to Prime Lessor’s consent, be at the same cost per space as charged to Sublandlord from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking use.

Appears in 1 contract

Sources: Sublease (Lightspan Partnership Inc)

Condition of Subleased Premises. (a) Subtenant represents Sublessee acknowledges that it has made or caused to be made a thorough examination and inspection of inspected the Subleased Premises and is familiar with agrees to accept the Subleased Premises in "as-is" condition, and further acknowledges that no representations or warranties as to the condition of every part thereof. Subtenant agrees thatthereof have been made to it by Sublessor and/or the Prime Lessor, except as expressly provided herein, (i) it enters into this Sublease without relying upon any representations, warranties or promises by Sublandlord, its agents, representatives, employees or any other person in respect of the Building or the Subleased Premises, (ii) no rights, easements or licenses are acquired by Subtenant by implication or otherwise except as expressly may be specifically set forth herein, (iii) Sublandlord shall deliver the Subleased Premises broom-clean in Paragraph 9 of this Sublease. Sublessee hereby covenants and otherwise in the condition which Sublandlord received the Subleased Premises from Prime Lessor agrees to undertake and Sublandlord shall have no obligation to do any work in order to make the Subleased Premises suitable and ready for occupancy and use by Subtenant, and (iv) the Subleased Premises are in satisfactory condition. Notwithstanding the foregoing, Subtenant acknowledges receipt from Prime Lessor of a decommissioning report perform all obligations with respect to the Subleased Premises prepared by Ramboll US Corporation and dated March 17, 2020 (that Sublessor has undertaken to Prime Lessor in the “Decommissioning Report”) and has accepted the results Prime Lease except as specifically set forth in Paragraph 9 of this Sublease. Notwithstanding the Decommissioning Report. Sublandlord represents and warrants above, Sublessor hereby agrees that it shall be Sublessor's obligation to Subtenant that Sublandlord has not physically occupied the Subleased Premises at any time, including from and after the date of the Decommissioning Report. (b) Subtenant shall keep and maintain deliver the Subleased Premises, including the furnitureTertiary Space, fixtures on the Sublease Commencement Date, in the following condition and equipment therein with all of the following tasks completed (includingthe "Sublessor Tasks") prior to the Sublease Commencement Date for each leased space, without limitationat Sublessor's sole cost and expense, all laboratory-specific mechanical equipment) clean and in good ordersubject only to the Sublessee Contribution, repair and condition, except for reasonable wear and tear and damage by fire or other casualty or condemnation. To the extent agreed to by Prime Lessor, Subtenant as defined below: a. The Subleased Premises shall be entitled clean of all chemicals and reagents; b. All biosafety cabinets shall be decontaminated by a qualified vendor licensed in The Commonwealth of Massachusetts and Sublessor shall deliver to the benefit Sublessee copies of those obligations of Prime Lessor set forth in the Prime Lease as to Prime Lessor’s obligation to maintain Building Systems. (c) Subtenant shall make no alteration, installation, removal, addition or improvement in or to all decontamination records including documentation qualifying the Subleased Premises or to any other portion for release for unrestricted use per Commonwealth of the Building without the prior written consent of each of Sublandlord andMassachusetts regulations, if required pursuant to the terms of the Prime Lease, Prime Lessor, and then, only in compliance fully with the terms of this Sublease 105 CMR 120.291 and the Prime Lease. Sublandlord may withhold consent in its sole discretion Nuclear Regulatory Commission (NRC) document entitled "Guidelines for Decontamination of Facilities and Equipment Prior to any alteration, installation, addition or improvement proposed by Subtenant. Sublandlord may require Subtenant to remove any Release for Unrestricted Use: Table 1." c. All floors shall be broom clean and all alterationslab counters and desks shall be free of dust and debris; and d. Any damage to walls, installationsfloors, additions or improvements that Subtenant makes to and/or ceilings caused by equipment removal shall be repaired and painted. Sublessee shall reimburse Sublessor for costs associated with undertaking and completing the Subleased Premises upon the expiration or termination of the TermSublessor Tasks, and to restore the Subleased Premises to its condition prior to such alterations, installations, additions or improvements. (d) During the Term of the Sublease, and subject to Prime Lessor’s consent, Subtenant may use 0.90 parking spaces in the Technology Square Garage per 1,000 rentable square feet an aggregate amount for all of the Subleased Premises as allocated not to Sublandlord pursuant to Section 10 of the Prime Leaseexceed Fifteen Thousand and 00/100 Dollars ($15,000.00) ("Sublessee Contribution"). Such parking use by Subtenant shall, subject to Prime Lessor’s consent, The Sublessee Contribution shall be at the same cost per space as charged to Sublandlord and paid by the Sublessee, as Additional Rent with the monthly rent payment next due after Sublessee receives copies of invoices from time to time pursuant to the Prime Lease, and such use by Subtenant shall be in accordance with Section 10 of vendors or suppliers substantiating the Prime Lease as amended from time to time and all published rules and regulations of the Landlord and/or the operator of the Technology Square Garage as to such parking useSublessee Contribution.

Appears in 1 contract

Sources: Sublease Agreement (GTC Biotherapeutics Inc)