Common use of Note to Draft Clause in Contracts

Note to Draft. Parties to discuss entering into a lease or sublease for certain spaces where a longer term arrangement may be contemplated. Facility in such repair and condition as required by this Agreement and/or a third-party lease, ▇▇▇▇▇▇▇ may undertake reasonable actions to establish such condition and repair, and shall be reimbursed for its reasonable costs associated with delivering over such Facility in substantially the same repair and condition as existing on the Effective Date. (c) Newco agrees that Newco or its Affiliates shall not make and shall cause their respective personnel, contractors, invitees and licensees to refrain from making, any alterations or improvements to any ▇▇▇▇▇▇▇ Facility, except as otherwise permitted by ▇▇▇▇▇▇▇ in writing; provided, however, that Newco or its Affiliates shall not require ▇▇▇▇▇▇▇ consent in connection with non-structural cosmetic changes or other immaterial alterations or improvements. (d) ▇▇▇▇▇▇▇ and its Affiliates, and the landlord in respect of the third-party lease in which the applicable ▇▇▇▇▇▇▇ Facility is located, shall have (i) such access as provided in the applicable lease and (ii) otherwise reasonable access to Newco’s and its Affiliates’ space at the ▇▇▇▇▇▇▇ Facility from time to time as reasonably necessary in accordance with past practice; (e) Newco agrees to maintain, and to cause its Affiliates to maintain, commercially appropriate and customary levels (in no event less than what is required by the landlord of the tenant under the relevant third-party lease) of property and liability insurance in respect of the premises occupied in each ▇▇▇▇▇▇▇ Facility and the activities conducted thereon; provided for any ▇▇▇▇▇▇▇ Facility, to the extent Newco reimburses ▇▇▇▇▇▇▇ for an allocable share of property insurance costs in respect of a property insurance policy for such ▇▇▇▇▇▇▇ Facility, Newco shall not be required to maintain a separate policy of property insurance. (f) Newco shall, and shall cause its Affiliates and their respective personnel, contractors, invitees and licensees to, comply with (i) all Applicable Laws relating to their use or occupation of any ▇▇▇▇▇▇▇ Facility including those relating to environmental, health and workplace safety matters, (ii) ▇▇▇▇▇▇▇’▇ generally applicable site rules, regulations, policies and procedures (if any) which have been provided in writing to Newco as of the Effective Date and (iii) any applicable requirements of such third-party lease governing any ▇▇▇▇▇▇▇ Facility which have been provided to Newco in writing as of the Effective Date; and (g) The rights granted in this Section 12 shall be in the nature of a limited right and shall not create a leasehold or other estate or possessory right in any of Newco or its Affiliates or their respective representatives, contractors, invitees or licensees, with respect to any ▇▇▇▇▇▇▇ Facility and, except as expressly provided herein, shall not include any right of sub-license or sub-leasehold to any third party. (h) Notwithstanding anything herein to the contrary, where required by local law or otherwise beneficial to the Parties, the provision of ▇▇▇▇▇▇▇ Facility Services or access to an ▇▇▇▇▇▇▇ Facility may be separately documented in a sublease or other document (as reasonably agreed by the Parties) with material terms substantively consistent with those described in this Agreement (with such modifications as are reasonably required to comply with local law requirements).

Note to Draft. Parties to discuss entering into a lease or sublease for certain spaces where a longer term arrangement may be contemplated. Facility in such repair and condition as required by this Agreement and/or a third-party lease, ▇▇▇▇▇▇▇ may undertake reasonable actions to establish such condition and repair, and shall be reimbursed for its reasonable costs associated with delivering over such Facility in substantially the same repair and condition as existing on the Effective Date. (c) Newco agrees that Newco or its Affiliates shall not make and shall cause their respective personnel, contractors, invitees and licensees to refrain from making, any alterations or improvements to any ▇E▇▇▇▇▇▇ Facility, except as otherwise permitted by ▇E▇▇▇▇▇▇ in writing; provided, however, that Newco or its Affiliates shall not require ▇E▇▇▇▇▇▇ consent in connection with non-structural cosmetic changes or other immaterial alterations or improvements. (d) ▇E▇▇▇▇▇▇ and its Affiliates, and the landlord in respect of the third-party lease in which the applicable ▇E▇▇▇▇▇▇ Facility is located, shall have (i) such access as provided in the applicable lease and (ii) otherwise reasonable access to Newco’s and its Affiliates’ space at the ▇E▇▇▇▇▇▇ Facility from time to time as reasonably necessary in accordance with past practice; (e) Newco agrees to maintain, and to cause its Affiliates to maintain, commercially appropriate and customary levels (in no event less than what is required by the landlord of the tenant under the relevant third-party lease) of property and liability insurance in respect of the premises occupied in each ▇E▇▇▇▇▇▇ Facility and the activities conducted thereon; provided for any ▇E▇▇▇▇▇▇ Facility, to the extent Newco reimburses ▇E▇▇▇▇▇▇ for an allocable share of property insurance costs in respect of a property insurance policy for such ▇E▇▇▇▇▇▇ Facility, Newco shall not be required to maintain a separate policy of property insurance. (f) Newco shall, and shall cause its Affiliates and their respective personnel, contractors, invitees and licensees to, comply with (i) all Applicable Laws relating to their use or occupation of any ▇E▇▇▇▇▇▇ Facility including those relating to environmental, health and workplace safety matters, (ii) ▇E▇▇▇▇▇▇’▇ generally applicable site rules, regulations, policies and procedures (if any) which have been provided in writing to Newco as of the Effective Date and (iii) any applicable requirements of such third-party lease governing any ▇E▇▇▇▇▇▇ Facility which have been provided to Newco in writing as of the Effective Date; and (g) The rights granted in this Section 12 shall be in the nature of a limited right and shall not create a leasehold or other estate or possessory right in any of Newco or its Affiliates or their respective representatives, contractors, invitees or licensees, with respect to any ▇▇▇▇▇▇▇ Emerson Facility and, except as expressly provided herein, shall not include any right of sub-license or sub-leasehold to any third party. (h) Notwithstanding anything herein to the contrary, where required by local law or otherwise beneficial to the Parties, the provision of ▇▇▇▇▇▇▇ Emerson Facility Services or access to an ▇▇▇▇▇▇▇ Emerson Facility may be separately documented in a sublease or other document (as reasonably agreed by the Parties) with material terms substantively consistent with those described in this Agreement (with such modifications as are reasonably required to comply with local law requirements).

Note to Draft. Parties to discuss entering into a lease or sublease for certain spaces where a longer term arrangement may be contemplated. Facility in such repair and condition as required by this Agreement and/or a third-party lease, ▇▇▇▇▇▇▇ may undertake reasonable actions to establish such condition and repair, and shall be reimbursed for its reasonable costs associated with delivering over such Facility in substantially the same repair and condition as existing on the Effective Date. (c) Newco agrees that Newco or its Affiliates shall not make and shall cause their respective personnel, contractors, invitees and licensees to refrain from making, any alterations or improvements to any ▇▇▇▇▇▇▇ Facility, except as otherwise permitted by ▇▇▇▇▇▇▇ in writing; provided, however, that Newco or its Affiliates shall not require ▇▇▇▇▇▇▇ consent in connection with non-structural cosmetic changes or other immaterial alterations or improvements. (d) ▇▇▇▇▇▇▇ and its Affiliates, and the landlord in respect of the third-party lease in which the applicable ▇▇▇▇▇▇▇ Facility is located, shall have (i) such access as provided in the applicable lease and (ii) otherwise reasonable access to Newco’s and its Affiliates’ space at the ▇▇▇▇▇▇▇ Facility from time to time as reasonably necessary in accordance with past practice; (e) Newco agrees to maintain, and to cause its Affiliates to maintain, commercially appropriate and customary levels (in no event less than what is required by the landlord of the tenant under the relevant third-party lease) of property and liability insurance in respect of the premises occupied in each ▇▇▇▇▇▇▇ Facility and the activities conducted thereon; provided for any ▇▇▇▇▇▇▇ Facility, to the extent Newco reimburses ▇▇▇▇▇▇▇ for an allocable share of property insurance costs in respect of a property insurance policy for such ▇▇▇▇▇▇▇ Facility, Newco shall not be required to maintain a separate policy of property insurance. (f) Newco shall, and shall cause its Affiliates and their respective personnel, contractors, invitees and licensees to, comply with (i) all Applicable Laws relating to their use or occupation of any ▇▇▇▇▇▇▇ Facility including those relating to environmental, health and workplace safety matters, (ii) ▇▇▇▇▇▇▇’▇ generally applicable site rules, regulations, policies and procedures (if any) which have been provided in writing to Newco as of the Effective Date and (iii) any applicable requirements of such third-party lease governing any ▇▇▇▇▇▇▇ Facility which have been provided to Newco in writing as of the Effective Date; and (g) The the rights granted in this Section 12 shall be in the nature of a limited right and shall not create a leasehold or other estate or possessory right in any of Newco or its Affiliates or their respective representatives, contractors, invitees or licensees, with respect to any ▇▇▇▇▇▇▇ Facility and, except as expressly provided herein, shall not include any right of sub-license or sub-leasehold to any third party. (h) Notwithstanding anything herein to the contrary, where required by local law or otherwise beneficial to the Parties, the provision of ▇▇▇▇▇▇▇ Facility Services or access to an ▇▇▇▇▇▇▇ Facility may be separately documented in a sublease or other document (as reasonably agreed by the Parties) with material terms substantively consistent with those described in this Agreement (with such modifications as are reasonably required to comply with local law requirements).

Note to Draft. Parties to discuss entering into a lease or sublease for certain spaces where a longer term arrangement may be contemplated. Facility in such repair and condition as required by this Agreement and/or a third-party lease, ▇▇▇▇▇▇▇ may undertake reasonable actions to establish such condition and repair, and shall be reimbursed for its reasonable costs associated with delivering over such Facility in substantially the same repair and condition as existing on the Effective Date. (c) Newco agrees that Newco or its Affiliates shall not make and shall cause their respective personnel, contractors, invitees and licensees to refrain from making, any alterations or improvements to any ▇▇▇▇▇▇▇ Facility, except as otherwise permitted by ▇▇▇▇▇▇▇ in writing; provided, however, that Newco or its Affiliates shall not require ▇▇▇▇▇▇▇ consent in connection with non-structural cosmetic changes or other immaterial alterations or improvements. (d) ▇▇▇▇▇▇▇ and its Affiliates, and the landlord in respect of the third-party lease in which the applicable ▇▇▇▇▇▇▇ Facility is located, shall have (i) such access as provided in the applicable lease and (ii) otherwise reasonable access to Newco’s and its Affiliates’ space at the ▇▇▇▇▇▇▇ Facility from time to time as reasonably necessary in accordance with past practice; (e) Newco agrees to maintain, and to cause its Affiliates to maintain, commercially appropriate and customary levels (in no event less than what is required by the landlord of the tenant under the relevant third-party lease) of property and liability insurance in respect of the premises occupied in each ▇▇▇▇▇▇▇ Facility and the activities conducted thereon; provided for any ▇▇▇▇▇▇▇ Facility, to the extent Newco reimburses ▇▇▇▇▇▇▇ for an allocable share of property insurance costs in respect of a property insurance policy for such ▇▇▇▇▇▇▇ Facility, Newco shall not be required to maintain a separate policy of property insurance. (f) Newco shall, and shall cause its Affiliates and their respective personnel, contractors, invitees and licensees to, comply with (i) all Applicable Laws relating to their use or occupation of any ▇▇▇▇▇▇▇ Facility including those relating to environmental, health and workplace safety matters, (ii) ▇▇▇▇▇▇▇’▇ generally applicable site rules, regulations, policies and procedures (if any) which have been provided in writing to Newco as of the Effective Date and (iii) any applicable requirements of such third-party lease governing any ▇▇▇▇▇▇▇ Facility which have been provided to Newco in writing as of the Effective Date; and (g) The rights granted in this Section 12 shall be in the nature of a limited right and shall not create a leasehold or other estate or possessory right in any of Newco or its Affiliates or their respective representatives, contractors, invitees or licensees, with respect to any ▇▇▇▇▇▇▇ Facility and, except as expressly provided herein, shall not include any right of sub-license or sub-leasehold to any third party. (h) Notwithstanding anything herein to the contrary, where required by local law or otherwise beneficial to the Parties, the provision of ▇▇▇▇▇▇▇ Facility Services or access to an ▇▇▇▇▇▇▇ Facility may be separately documented in a sublease or other document (as reasonably agreed by the Parties) with material terms substantively consistent with those described in this Agreement (with such modifications as are reasonably required to comply with local law requirements).