Common use of Governmental Orders Clause in Contracts

Governmental Orders. Except as hereinbelow set forth regarding compliance of the physical structure of the Building with applicable governmental regulations, including without limitation, compliance with the applicable requirements of the Americans with Disabilities Act and the implementing regulations (the “ADA”) as of the Commencement Date, Tenant agrees, at its own expense, to comply promptly with all requirements of any legally constituted public authority that may be in effect from time to time made necessary by reason of Tenant’s use or occupancy of the Premises. Landlord agrees to comply promptly with any such requirements if not made necessary by reason of Tenant’s use or occupancy. With regard to the physical structure of the Building, Landlord agrees to use good faith and due diligence to undertake those actions that are “readily achievable” (as such term is defined in the ADA) in order to attempt to bring the physical structure of the Building in compliance with the applicable requirements of the ADA in effect as of the Commencement Date. If it is determined that for any reason Landlord shall have failed to cause the physical structure of the Building (excluding any tenant improvements or alterations) to be brought into compliance with the ADA as of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligation, will take the action(s) necessary to cause the physical structure of the Building to so comply, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding any failure of the Building or the activities therein to comply with the applicable (a) Tenant is exclusively responsible for all compliance with all requirements of any legally constituted public authority in the event non-compliance relates to Tenant’s use of, or operations from, the Premises and (b) in the event of non-compliance for which Landlord is responsible, Landlord shall not be deemed in breach of this Lease if such non-compliance does not materially impair Tenant’s use of the Premises or threaten or endanger the health or safety of Tenant or Tenant’s Invitees; provided, however, Landlord shall promptly remedy such non-compliance to the extent required by applicable laws, rules and regulations.

Governmental Orders. Except as hereinbelow set forth regarding compliance of the physical structure of the Building with applicable governmental regulations, including without limitation, compliance with the applicable requirements of the Americans with Disabilities Act and the implementing regulations (the “ADA”) as of the Commencement Date, COVENANTS; LANDLORD CURE; PERMITTED CONTEST: A. Tenant agreesshall, at its own cost and expense, to promptly comply promptly with all applicable laws and with all applicable requirements of any legally constituted public authority that having jurisdiction over the Premises, with any covenants or restrictions binding on the Premises and any contract, agreement or other instrument applicable to the Premises and in effect on the date of delivery hereof or to which Tenant is a party or has given its consent. B. If Tenant fails to perform Tenant's obligations under any paragraph of this Lease, Landlord may at its option after twenty (20) days written notice (unless in Landlord's judgment its interest in the Premises may be prejudiced by delay in effect from time which case notice shall be given to time made necessary Tenant, contemporaneously with the commencement of Landlord's performance), and unless Tenant has bonded the obligations and is proceeding, diligently to perform the same, perform such obligations on Tenant's behalf and the cost thereof, together with interest thereon at the Default Rate shall become due and payable as Additional Rent to Landlord on the next date scheduled for the payment of Rent. C. Provided that Tenant first posts a bond, cash reserve or other security reasonably acceptable to Landlord in an amount equal to the amount in controversy, Tenant shall have the right to contest, by reason of Tenant’s use appropriate proceedings, any tax, charge, levy, assessment, lien or occupancy of other encumbrance, and/or any law, rule, order, ordinance, regulation or other governmental requirement affecting the Premises. Landlord agrees , and to comply promptly postpone payment of or compliance with the same during the pendency of such contest provided that in the event of such postponement or payment or noncompliance: (i) Tenant shall not postpone the payment of any such tax, charge, levy, assessment, lien or other encumbrance for such length of time as shall permit the Premises, or any lien thereon created by such item being contested, to be sold by federal, state, country or municipal authority for the non-payment thereof; (ii) Tenant shall not postpone compliance with any such law, rule, order, ordinance, regulation or other governmental requirements if not made necessary by reason of Tenant’s use Landlord will thereby be subject to civil liability or occupancy. With regard to the physical structure of the Building, Landlord agrees to use good faith and due diligence to undertake those actions that are “readily achievable” (as such term is defined in the ADA) in order to attempt to bring the physical structure of the Building in compliance with the applicable requirements of the ADA in effect as of the Commencement Date. If it is determined that for any reason Landlord shall have failed to cause the physical structure of the Building (excluding any tenant improvements or alterations) to be brought into compliance with the ADA as of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligation, will take the action(s) necessary to cause the physical structure of the Building to so comply, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenantcriminal prosecution, or if any municipal or other governmental authority shall commence a process according to anyone claiming by or through Tenant, regarding applicable law to carry out any failure of the Building or the activities therein work to comply with the applicable same or to foreclose or sell any lien affecting all or part of the Premises which shall have arisen by reason of such postponement or failure of compliance; and (aiii) Tenant shall pay, in a timely fashion, all Rent and Additional Rent (other than any item of Additional Rent that Tenant is exclusively responsible for permitted to contest pursuant to this Lease, so long as Tenant satisfies all compliance with all of the requirements of any legally constituted public authority in the event non-compliance relates to Tenant’s use of, or operations from, the Premises and (b) in the event of non-compliance for which Landlord is responsible, Landlord shall not be deemed in breach of this Lease if relating to such non-compliance does not materially impair Tenant’s use of the Premises or threaten or endanger the health or safety of Tenant or Tenant’s Invitees; provided, however, Landlord contest) which shall promptly remedy such non-compliance to the extent required by applicable laws, rules become due and regulationspayable under this Lease.

Governmental Orders. Except Landlord represents and warrants that the Premises shall be delivered to Tenant in compliance with all laws, rules, ordinances, orders, and regulations and insurance requirements on the Commencement Date. Without limiting the generality of anything in this Lease but subject to the preceding sentence and this Article 14, and except as hereinbelow set forth below regarding compliance of the physical structure of the common facilities of the Building with applicable governmental regulations, including without limitation, compliance ("Common Areas") with the applicable requirements of the Americans with Disabilities Act and the implementing regulations to such act (the “"ADA”) as of the Commencement Date"), Tenant agrees, at its own expense, to comply promptly insure that the Premises is in lawful compliance with all any requirements of any legally constituted public authority that may be in effect from time to time made necessary solely by reason of Tenant’s 's use or occupancy of the Premises. If it is determined that the physical structure of the Premises is in unlawful, noncompliance with the ADA, Landlord, as its sole obligation, will take the actions necessary to cause the physical structure of the Premises to no longer be in such unlawful noncompliance, and Landlord acknowledges and agrees that Tenant shall have no obligation or liability whatsoever to Landlord or to anyone claiming by or through Landlord, regarding any failure of the Premises to comply promptly with any such the requirements if not made necessary by reason of Tenant’s use or occupancythe ADA. With regard to the physical structure of the BuildingCommon Areas, Landlord agrees to use good faith and due diligence to undertake those actions shall insure that are “readily achievable” (as such term is defined in the ADA) in order to attempt to bring the physical structure of the Building such Common Areas is not in compliance unlawful noncompliance with the applicable requirements of the ADA in effect as of the Commencement DateADA. If it is determined that for any reason Landlord shall have failed to cause the physical structure of the Building (excluding any tenant improvements or alterations) to be brought into compliance such Common Areas is in unlawful noncompliance with the ADA as and such noncompliance interferes with Tenant's use or occupancy of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect)Premises, then Landlord, as its sole obligation, will take the action(s) actions necessary to cause the physical structure of the Building such Commons Areas to so complyno longer be in such unlawful noncompliance, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding any failure of the Building or the activities therein Common Areas to comply with the applicable applicable requirements of the ADA. Notwithstanding the foregoing, but subject to the first sentence of this Section 14, if the need for any action to eliminate any such unlawful noncompliance in the Common Areas or the Premises is a result of Tenant's alterations to the Premises, or changes in use from the use currently contemplated as of the date hereof, following the Commencement Date (a) whether with or without Landlord's consent), Tenant is exclusively shall be responsible for all compliance the cost of such necessary actions. In performance of any acts required of or permitted Tenant under any provisions of this Lease, Tenant shall obey and comply with all requirements lawful requirements, rules and regulations and ordinances of any all legally constituted public authority authorities existing at any time during the continuance of such performance in the event non-compliance relates to Tenant’s use of, or operations from, any way affecting the Premises and (b) in or the event of non-compliance for which Landlord is responsible, Landlord shall not be deemed in breach of this Lease if such non-compliance does not materially impair Tenant’s use of the Premises by Tenant. Tenant shall promptly pay and discharge any and all licenses, liens or threaten other charges arising out of or endanger in connection with the health performance of any act required or safety permitted Tenant hereunder and shall keep the Premises free and clear of any and all such liens or charges. Tenant shall comply with all laws, ordinances, rules, orders or regulations applicable to Tenant's use of the Premises. Tenant shall be responsible for any expense incident to abatement or compliance with requirements of any federal, state or local statutory or regulatory requirements caused, directly or indirectly, by the activities of the Tenant or Tenant’s Invitees; provided's agents, howeveremployees, Landlord shall promptly remedy such non-compliance invitees and contractors. Notwithstanding anything to the extent contrary contained in this Article 14, Tenant shall not be required by applicable lawsto make any structural alterations, rules and regulationsrepairs or replacements.

Governmental Orders. Except as hereinbelow Subject to Landlord’s obligations expressly set forth regarding compliance of the physical structure of the Building with applicable governmental regulations, including without limitation, compliance with the applicable requirements of the Americans with Disabilities Act and the implementing regulations (the “ADA”) as of the Commencement Datein this Section 15, Tenant agrees, at its own expense, to comply promptly with all requirements of any legally constituted public authority that all laws, codes, rules, orders, ordinances, directions, regulations, and requirements of federal, state, county, and municipal authorities, now in force or which may hereafter be in effect from time to time force, including without limitation the Americans with Disabilities Act and the implementing regulations thereof (the “ADA”), and all applicable zoning, recycling and environmental laws and regulations (i) made necessary by reason of Tenant’s particular use or occupancy of the Premises. Landlord agrees Premises (as opposed to comply promptly with any such requirements if not made necessary by reason of Tenant’s use or occupancy. With regard occupancy of the Premises for general office use) and (ii) which shall impose any duty upon Landlord or Tenant with respect to the physical structure condition, maintenance, operation or alteration of the BuildingPremises, or the conduct of Tenant’s business therein. Landlord agrees to use good faith and due diligence to undertake those actions that are “readily achievable” (as such term is defined in the ADA) in order to attempt to bring the physical structure base Building structural components of the Building in into compliance with the applicable requirements of the ADA in effect as of the applicable Premises Portion Commencement Date. If it is determined that for any reason Landlord shall have failed to cause the physical structure base Building structural components of the Building (excluding any tenant improvements or alterations) to be brought into compliance with the ADA as of the applicable Premises Portion Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligation, will take the action(s) necessary to cause the physical structure of the Building to so complycompliance, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding any failure of the Building or the activities therein to comply with the applicable (a) Tenant is exclusively responsible for all compliance with all applicable requirements of any legally constituted public authority in the event non-compliance relates ADA. Notwithstanding anything contained herein to Tenant’s use ofthe contrary, or operations from, the Premises and (b) it is agreed that in the event of any non-compliance for which Landlord is responsibleby the base Building structural components of the Building with the applicable requirements of the ADA, Landlord shall not be deemed in breach of this Lease if such non-compliance does not materially impair Tenant’s use of of, or operations from, the Premises or threaten or endanger the health or safety of Tenant or Tenant’s Invitees; provided, however, Landlord shall promptly remedy such non-compliance to the extent required by applicable laws, rules and regulationsinvitees.

Governmental Orders. Except as hereinbelow set forth regarding compliance of the physical structure of the Building with applicable governmental regulations, including without limitation, limitation compliance by the Common Areas thereof with the applicable requirements of the Americans with Disabilities Act and the implementing regulations thereof (the “ADA”) as of the Commencement Date, Tenant agrees, at its own expense, to comply promptly with all requirements of any legally constituted public authority that may be in effect from time to time made necessary by reason of Tenant’s use or occupancy of the Premises. Landlord agrees to comply promptly with any such requirements if not made necessary by reason of Tenant’s use or occupancy. With regard to the physical structure Common Areas of the Building, Landlord agrees to use good faith and due diligence to undertake those actions that are “readily achievable” (as such term is defined in the ADA) in order to attempt to bring the physical structure Common Areas of the Building in compliance with the applicable requirements of the ADA in effect as of the Commencement Date. If it is determined that for any reason Landlord shall have failed to cause the physical structure Common Areas of the Building (excluding any tenant improvements or alterations) to be brought into compliance with the ADA as of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligation, will take the action(s) necessary to cause the physical structure Common Areas of the Building (excluding any tenant improvements or alterations) to so comply, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding any failure of the Building or the activities therein to comply with the applicable applicable requirements of the ADA. Notwithstanding anything contained herein to the contrary, it is agreed that: (a) Tenant is exclusively responsible for all compliance with all requirements of any legally constituted public authority in the event non-compliance relates to the Premises or Tenant’s use ofthereof, or operations from, the Premises and (b) in the event of any non-compliance for which Landlord is responsible, Landlord shall not be deemed in breach of this Lease if such non-compliance does not materially impair Tenant’s use of of, or operations from, the Premises or threaten or endanger the health or safety of Tenant or Tenant’s Invitees; provided, however, Landlord shall promptly remedy such non-compliance to the extent required by applicable laws, rules and regulations.

Governmental Orders. Except as hereinbelow set forth regarding compliance of the physical structure of the Building Premises with applicable governmental regulations, regulations including without limitation, compliance with the applicable requirements of the Americans with Disabilities Act and the implementing regulations (the “"ADA”") as of the Commencement Date, Tenant agrees, at its own expense, to comply promptly with all requirements of any legally constituted public authority that may be in effect from time to time made necessary by be reason of Tenant’s 's use or occupancy of the Premises. Landlord agrees to comply promptly with any such requirements if not made necessary by reason of Tenant’s 's use or occupancy. With regard to the physical structure of the BuildingPremises, Landlord agrees to use good faith and due diligence to undertake those actions that are “"readily achievable” " (as such term is defined in the ADA) in order to attempt to bring the physical structure of the Building Premises in compliance with the applicable requirements of the ADA in effect as of the Commencement Date. If it is determined that for any reason Landlord shall have failed to cause the physical structure of the Building (excluding any tenant improvements or alterations) Premises to be brought into compliance with the ADA as of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligation, will take the action(s) necessary to cause the physical structure of the Building Premises to so comply, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding any failure of the Building Premises or the activities therein to comply with the applicableapplicable requirements of the ADA. Landlord and Tenant agree, however, that if in order to comply with any of the above requirements, the cost to Landlord or Tenant, as the case may be, shall exceed a sum equal to one (1) year's rent, then the party who is obligated to comply with such requirements is privileged to terminate this Lease by giving written notice of termination to the other party, which termination shall become effective sixty (60) days after receipt of such notice, and which notice shall eliminate the necessity of compliance with such requirement by the party giving such notice, unless the party receiving such notice of termination shall, before termination becomes effective, pay to the party giving notice all costs of compliance in excess of one (1) year's rent, or secure payment of said sum in a manner satisfactory to the party giving notice. Notwithstanding anything contained herein to the contrary, it is agreed that: (a) Tenant is exclusively responsible for all compliance with all requirements of any legally constituted public authority in the event non-compliance relates to Tenant’s 's use of, or operations from, the Premises and (b) in the event of non-compliance for which Landlord is responsible, Landlord shall not be deemed in breach of this Lease if such non-compliance does not materially impair Tenant’s 's use of the Premises or threaten or endanger the health or safety of Tenant or Tenant’s 's Invitees; provided, however, Landlord shall promptly remedy such non-compliance to the extent required by applicable laws, rules and regulations.

Governmental Orders. Except as hereinbelow set forth regarding compliance of the physical structure of the Building with applicable governmental regulations, including without limitation, compliance Premises with the applicable requirements of the Americans with Disabilities Act and the implementing regulations (the “ADA”) as of the Commencement Date, Tenant agrees, at its own expense, to comply promptly with all requirements of any legally constituted public authority that may be in effect from time to time made necessary by reason of Tenant’s use or occupancy of the Premises. Landlord agrees to comply promptly with any such requirements if not made necessary by reason of Tenant’s use or occupancy. With regard to the physical structure of the BuildingPremises, Landlord agrees to use good faith and due diligence to undertake those actions that are “readily achievable” (as such term is defined in the ADA) in order to attempt to bring the physical structure of the Building Premises in compliance with the applicable requirements of the ADA in effect as of the Commencement Date. If it is determined that for any reason Landlord shall have failed to cause the physical structure of the Building (excluding any tenant improvements or alterations) Premises to be brought into compliance with the ADA as of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligationobligation and expenses, will take the action(s) necessary to cause the physical structure of the Building Premises (excluding any Tenant improvements or alterations therein) to so comply, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding any failure of the Building Premises or the activities therein to comply with the applicable applicable requirements of the ADA. Landlord and Tenant agree, however, that if in order to comply with any of the above requirements, the cost to Landlord or Tenant, as the case may be, shall exceed a sum equal to one (1) year’s rent, then the party who is obligated to comply with such requirements may terminate this Lease by giving written notice of termination to the other party, which termination shall become effective sixty (60) days after receipt of such notice, and which notice shall eliminate the necessity of compliance with such requirement by the party giving such notice, unless the party receiving such notice of termination shall, before termination becomes effective, pay to the party giving notice all costs of compliance in excess of one (1) year’s rent, or secure payment of said sum in a manner satisfactory to the party giving notice. In the event of such termination, Tenant shall have no further obligation or liability hereunder except for those obligations accruing prior to the effective date of termination. Notwithstanding anything contained herein to the contrary, it is agreed that: (a) Tenant is exclusively responsible for all compliance with all requirements of any legally constituted public authority in the event non-compliance relates to Tenant’s use of, or operations from, the Premises and (b) in the event of non-compliance for which Landlord is responsible, Landlord shall not be deemed in breach of this Lease if such non-compliance does not materially impair Tenant’s use of the Premises or threaten or endanger the health or safety of Tenant or Tenant’s Invitees; provided, however, Landlord shall promptly remedy such non-compliance to the extent required by applicable laws, rules and regulations.

Governmental Orders. Except as hereinbelow set forth regarding compliance of the physical structure of the Building with applicable governmental regulations, including without limitation, compliance Premises with the applicable requirements of the Americans with Disabilities Act and the implementing regulations (the “ADA”) as of the Commencement Date, Tenant agrees, at its own expense, to comply promptly with all requirements of any legally constituted public authority that may be in effect from time to time made necessary by reason of Tenant’s particular use or occupancy of the Premises. Landlord agrees to comply promptly with any such requirements if not made necessary by reason of Tenant’s particular use or occupancy, at its sole cost and expense. With regard to the physical structure of the BuildingPremises, Landlord agrees to use good faith and due diligence to undertake those actions that are “readily achievable” (as such term is defined in construct the ADA) in order to attempt to bring the physical structure of the Building Premises in compliance with the applicable requirements of the ADA in effect as of the Commencement DateDate (it being understood that under no circumstances shall Tenant be responsible for any costs incurred to cause the Premises to comply with the ADA, which may include, but is not limited to, restroom facilities, emergency strobe lights and horns, and building access). If it is determined that for any reason Landlord shall have failed to cause the physical structure of the Building (excluding any tenant improvements or alterations) Premises to be brought into compliance with the ADA as of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligation, will take the action(s) necessary to cause the physical structure of the Building Premises to so comply, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding any failure of the Building Premises or the activities therein to comply with the applicable (a) Tenant is exclusively responsible for all compliance with all applicable requirements of any legally constituted public authority in the event non-compliance relates to Tenant’s use of, or operations from, the Premises ADA. Landlord and (b) in the event of non-compliance for which Landlord is responsible, Landlord shall not be deemed in breach of this Lease if such non-compliance does not materially impair Tenant’s use of the Premises or threaten or endanger the health or safety of Tenant or Tenant’s Invitees; providedagree, however, that if any actions is necessary in order to comply with any of the above requirements during the last two (2) years of the Lease and such action to comply with any of the above requirements would cost Landlord in excess of one (1) year’s rent, then Landlord may terminate this Lease by giving written notice of termination to Tenant, which termination shall promptly remedy become effective sixty (60) days after receipt of such non-notice, and which notice shall eliminate the necessity of compliance with such requirement by Landlord, unless Tenant shall elect, before termination becomes effective, to pay to Landlord all costs for the extent required by applicable laws, rules and regulationsnecessary compliance.

Governmental Orders. Except as hereinbelow set forth regarding compliance of the physical structure of the Building Premises with applicable governmental regulations, regulations including without limitation, compliance with the applicable requirements of the Americans with Disabilities Act and the implementing regulations (the “"ADA”") as of the Commencement Date, Tenant agrees, at its own expense, to comply promptly with all requirements of any legally constituted public authority that may be in effect from time to time made necessary by reason of Tenant’s 's use or occupancy of the Premises. Landlord agrees to comply promptly with any such requirements if not made necessary by reason of Tenant’s 's use or occupancy. With regard to the physical structure of the BuildingPremises, Landlord agrees to use good faith and due diligence to undertake those actions that are “"readily achievable” " (as such term is defined in the ADA) in order to attempt to bring the physical structure of the Building Premises in compliance with the applicable requirements of the ADA in effect as of the Commencement Date. If it is determined that for any reason Landlord shall have failed to cause the physical structure of the Building (excluding any tenant improvements or alterations) Premises to be brought into compliance with the ADA as of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligation, will take the action(s) necessary to cause the physical structure of the Building Premises to so comply, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding any failure of the Building Premises or the activities therein to comply with the applicableapplicable --- requirements of the ADA. Landlord and Tenant agree, however, that if in order to comply with any of the above requirements, the cost to Landlord or Tenant, as the case may be, shall exceed a sum equal to one (1) year's rent, then the party who is obligated to comply with such requirements is privileged to terminate this Lease by giving written notice of termination to the other party, which termination shall become effective sixty (60) days after receipt of such notice, and which notice shall eliminate the necessity of compliance with such requirement by the party giving such notice, unless the party receiving such notice of termination shall, before termination becomes effective, pay to the party giving notice all costs of compliance in excess of one (1) year's rent, or secure payment of said sum in a manner satisfactory to the party giving notice. Notwithstanding anything contained herein to the contrary, it is agreed that: (a) Tenant is exclusively responsible for all compliance with all requirements of any legally constituted public authority in the event non-compliance relates to Tenant’s 's use of, or operations from, the Premises and (b) in the event of non-compliance for which Landlord is responsible, Landlord shall not be deemed in breach of this Lease if such non-compliance does not materially impair Tenant’s 's use of the Premises or threaten or endanger the health or safety of Tenant or Tenant’s 's Invitees; provided, however, Landlord shall promptly remedy such non-compliance to the extent required by applicable laws, rules and regulations.

Governmental Orders. Except as hereinbelow set forth regarding compliance of the physical structure of the Building with applicable governmental regulations, including without limitation, compliance with the applicable requirements of the Americans with Disabilities Act and the implementing regulations (the “ADA”) as of the Commencement Date, Tenant agrees, at its his own expense, to promptly comply promptly with all requirements of any legally constituted public authority that may be in effect from time to time made necessary by reason of Tenant’s use or 's occupancy of the Premisessaid premises. Landlord agrees to promptly comply promptly with any such requirements if not made necessary by reason of Tenant’s use or 's occupancy. With regard to the physical structure of the BuildingIt is mutually agreed, however, between Landlord agrees to use good faith and due diligence to undertake those actions Tenant, that are “readily achievable” (as such term is defined in the ADA) if in order to attempt comply with such requirements, the cost to bring Landlord or Tenant, as the physical structure case may be, shall exceed a sum equal to one year's rent, then Landlord or Tenant, whichever is obligated to comply with such requirements, is privileged to terminate this Lease by giving written notice of termination to the Building in other party, by registered mail, which termination shall become effective sixty (60) days after receipt of such notice, and which notice shall eliminate the necessity of compliance with such requirement by the applicable requirements party giving such notice, unless the party receiving such notice of termination shall, before termination becomes effective, pay to the ADA party giving the notice all costs of compliance in effect excess of one year's rent, or secure payment of said sum in a manner satisfactory to the party giving notice. In the event that this Lease shall be terminated by either Landlord or Tenant as provided for herein, then in such event, Landlord shall, on or before the date of such termination, pay to Tenant an amount equal to the unamortized balance of Tenant's cost of Tenant's Work (such as term is hereinafter defined). For purposes hereof, the amortization of such costs of Tenant's Work shall be determined as of the Commencement Date. If it is determined that for any reason Landlord effective date of such termination and such amortization shall have failed to cause be calculated on a straight line basis over the physical structure of the Building (excluding any tenant improvements or alterations) to be brought into compliance with the ADA as of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligation, will take the action(s) necessary to cause the physical structure of the Building to so comply, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding any failure of the Building or the activities therein to comply with the applicable (a) Tenant is exclusively responsible for all compliance with all requirements of any legally constituted public authority in the event non-compliance relates to Tenant’s use of, or operations from, the Premises and (b) in the event of non-compliance for which Landlord is responsible, Landlord shall not be deemed in breach original Term of this Lease if such non-compliance does not materially impair Tenant’s use of the Premises or threaten or endanger the health or safety of Tenant or Tenant’s Invitees; provided, however, Landlord shall promptly remedy such non-compliance to the extent required by applicable laws, rules and regulationsLease.

Governmental Orders. Except as hereinbelow set forth regarding compliance of the physical structure of the Building with applicable governmental regulations, including without limitation, compliance Premises with the applicable requirements of the Americans with Disabilities Act and the implementing regulations (the “"ADA”") as of the Commencement Date, Tenant agrees, at its own expense, to comply promptly with all requirements of any legally constituted public authority that may be in effect from time to time made necessary by reason of Tenant’s 's use or occupancy of the Premises. Landlord agrees to comply promptly with any such requirements if not made necessary by reason of Tenant’s 's use or occupancy. With regard to the physical structure of the BuildingPremises, Landlord agrees to use good faith and due diligence to undertake those actions that are “"readily achievable” " (as such term is defined in the ADA) in order to attempt to bring the physical structure of the Building Premises in compliance with the applicable requirements of the ADA in effect as of the Commencement Date. If it is determined that for any reason Landlord shall have failed to cause the physical structure of the Building (excluding any tenant improvements or alterations) Premises to be brought into compliance with the ADA as of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligation, will take the action(s) necessary to cause the physical structure of the Building Premises to so comply, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding JD any failure of the Building Premises or the activities therein to comply with the applicable (a) Tenant is exclusively responsible for all compliance with all applicable requirements of any legally constituted public authority in the event non-compliance relates to Tenant’s use of, or operations from, the Premises and (b) in the event of non-compliance for which Landlord is responsible, Landlord shall not be deemed in breach of this Lease if such non-compliance does not materially impair Tenant’s use of the Premises or threaten or endanger the health or safety of Tenant or Tenant’s Invitees; provided, however, Landlord shall promptly remedy such non-compliance to the extent required by applicable laws, rules and regulationsADA.

Governmental Orders. Except as hereinbelow set forth regarding compliance of the physical structure of the Building with applicable governmental regulations, including without limitation, compliance with the applicable requirements of the Americans with Disabilities Act and the implementing regulations (the “ADA”) as of the Commencement Date, Tenant agrees, at its own expense, to comply promptly with all requirements of any legally constituted public authority that may be in effect from time to time made necessary by reason of Tenant’s particular manner of use or occupancy of the Premises (as opposed to Tenant use and occupancy of the Premises for general office use). In addition, Tenant, at Tenant’s expense, shall comply with all laws, codes, rules, orders, ordinances, directions, regulation, and requirements of federal, state, county, and municipal authorities, now in force or which may hereafter be in force, which shall impose any duty upon Landlord or Tenant with respect to the condition, maintenance, use, occupation, operation or alteration of the Premises. Landlord agrees to comply promptly with any such requirements if not made necessary by reason , or the conduct of Tenant’s business therein, including without limitation the Americans with Disabilities Act and the implementing regulations thereof (the “ADA”), and all applicable zoning, recycling and environmental laws and regulations. Tenant hereby agrees to indemnify and hold harmless Landlord and its agents, officers, directors and employees from and against any cost, damage, claim, liability and expense (including attorneys’ fees) arising out of claims or suits brought by third parties against Landlord, its agents, officers, directors and employees alleging or relating to the failure of the Premises to comply with the terms of the ADA, or any other law or regulation applicable to the Premises and relating to Tenant’s particular manner of use or occupancyoccupancy of the Premises (as opposed to Tenant use and occupancy of the Premises for general office use). With regard to the physical structure Common Areas of the Building, Landlord agrees to use good faith and due diligence to undertake those actions that are “readily achievable” (as such term is defined in the ADA) in order to attempt to bring the physical structure Common Areas of the Building in compliance with the applicable requirements of the ADA in effect as of the Commencement Date. If it is determined that for any reason Landlord shall have failed to cause the physical structure Common Areas of the Building (excluding any tenant improvements or alterations) to be brought into compliance with the ADA as of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligation, will take the action(s) necessary to cause the physical structure Common Areas of the Building (excluding any tenant improvements or alterations) to so comply, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding any failure of the Common Areas of the Building or the activities therein to comply with the applicable (a) Tenant is exclusively responsible for all compliance with all applicable requirements of any legally constituted public authority in the event non-compliance relates ADA. Notwithstanding anything contained herein to Tenant’s use ofthe contrary, or operations from, the Premises and (b) it is agreed that in the event of any non-compliance for which Landlord is responsibleby the Common Areas of the Building with the applicable requirements of the ADA, Landlord shall not be deemed in breach of this Lease if such non-compliance does not materially impair Tenant’s use of of, or operations from, the Premises or threaten or endanger the health or safety of Tenant or Tenant’s Invitees; provided, however, Landlord shall promptly remedy such non-compliance to the extent required by applicable laws, rules and regulations.

Governmental Orders. Except as hereinbelow set forth regarding compliance of the physical structure of the Building with applicable governmental regulations, including without limitation, compliance with the applicable requirements of the Americans with Disabilities Act and the implementing regulations (the “ADA”) as of the Commencement Date, Tenant agrees, at its own expense, to comply promptly with all requirements of any legally constituted public authority that may be in effect from time to time made necessary by reason of Tenant’s use or occupancy of the Premises. Landlord agrees to comply promptly with any such requirements if not made necessary by reason of Tenant’s use or occupancy. With regard to the physical structure of the Building, Landlord agrees to use good faith and due diligence to undertake those actions that are “readily achievable” (as such term is defined in the ADA) in order to attempt to bring the physical structure of the Building in compliance with the applicable requirements of the ADA in effect as of the Commencement Date. If it is determined that for any reason Landlord shall have failed to cause the physical structure of the Building (excluding any tenant improvements or alterations) to be brought into compliance with the ADA as of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligation, will take the action(s) necessary to cause the physical structure of the Building (excluding any tenant improvements or alterations) to so comply, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding any failure of the Building or the activities therein to comply with the applicable applicable requirements of the ADA. Notwithstanding anything contained herein to the contrary, it is agreed that: (a) Tenant is exclusively responsible for all compliance with all requirements of any legally constituted public authority in the event non-compliance relates to the design of the interior of the Premises pursuant to the Plans or Tenant’s use of, or operations from, the of Premises and (b) in the event of any non-compliance for which Landlord is responsible, Landlord shall not be deemed in breach of this Lease if such non-compliance does not materially impair Tenant’s use of of, or operations from, the Premises or threaten or endanger the health or safety of Tenant or Tenant’s Invitees; provided, however, Landlord shall promptly remedy such non-compliance to the extent required by applicable laws, rules and regulations.

Governmental Orders. Except as hereinbelow set forth regarding compliance of the physical structure of the Building with applicable governmental regulations, including without limitation, compliance with the applicable requirements of the Americans with Disabilities Act and the implementing regulations (the “ADA”) as of the Commencement Date, Tenant agrees, at its own expense, to comply promptly with all requirements of any legally constituted public authority that may be in effect from time to time made necessary by reason of Tenant’s use or occupancy of the PremisesBuilding. Landlord agrees to comply promptly with any such requirements if not made necessary by reason of Tenant’s use or occupancy. With regard to the physical structure of the BuildingPremises, Landlord agrees to use good faith and due diligence to undertake those actions that are “readily achievable” (as such term is defined in the ADA) in order to attempt to bring the physical structure of the Building in compliance with the applicable requirements of the ADA in effect as of the Commencement Date. If it is determined that for any reason Landlord shall have failed to cause the physical structure of the Building (excluding any tenant improvements or alterations) to be brought into compliance with the ADA as of the Commencement Date (to at least the minimum extent required under applicable regulations then in effect), then Landlord, as its sole obligation, will take the action(s) necessary to cause the physical structure of the Building to so comply, and Tenant acknowledges and agrees that Landlord has and shall have no other obligation or liability whatsoever to Tenant, or to anyone claiming by or through Tenant, regarding any failure of the Building Premises or the activities therein to comply with the applicable (a) Tenant is exclusively responsible for all compliance with all applicable requirements of any legally constituted public authority the ADA. Notwithstanding anything herein which may imply the contrary, no costs incurred by Landlord in complying with the event non-compliance relates to Tenant’s use of, or operations from, the Premises and (b) in the event of non-compliance ADA shall be considered Operating Expenses for which Landlord is responsible, Landlord shall not be deemed in breach purposes of this Lease if such non-compliance does not materially impair Tenant’s use of the Premises or threaten or endanger the health or safety of Tenant or Tenant’s Invitees; provided, however, Landlord shall promptly remedy such non-compliance to the extent required by applicable laws, rules and regulationsLease.