Common use of Subtenants Alterations Clause in Contracts

Subtenants Alterations. Subtenant shall not cause or permit the Demised Premises to be altered or improved in any way during the Term except as specifically provided for in connection with “Leasehold Improvements” as defined and provided for in the Master Lease and without first obtaining the prior written consent of both Master Landlord and Sublandlord to such alterations or improvements (if such consent is required of Master Landlord under the Master Lease) and (if required under the Master Lease) the contractors conducting the same, which consent(s): (a) shall in all cases be subject to the terms and conditions of the Master Lease; and (b) with respect to Sublandlord’s consent(s), shall not be unreasonably withheld, conditioned or delayed to the extent that such Leasehold Improvements do not materially interfere with the use of the Demised Premises for the Permitted Use. If Sublandlord shall fail to respond within five (5) business day after receipt of request by Subtenant for Sublandlord’s consent to a proposed alteration in accordance with the terms of this Sublease then Sublandlord shall be deemed to have give its consent with respect to such request. In connection with Sublandlord’s approval of any alteration or improvement to the Demised Premises, Sublandlord may request such plans and specifications for such alterations or improvements as Sublandlord may require including, without limitation, any such plans and specifications required by Master Landlord for its approval. Any and all work performed by or on behalf of Subtenant in the Demised Premises shall be in accordance with the terms of the Master Lease and in accordance with all applicable laws, including, without limitation, the Americans with Disabilities Act of 1990, as amended. The removal obligations with respect to any alterations or improvements made by Subtenant shall be governed by Section 17 of this Sublease.

Subtenants Alterations. A. Any and all Alterations proposed to be made by Subtenant (hereinafter collectively referred to as “Subtenant’s Alterations”) in the Sublease Premises shall be subject to (i) Overlandlord’s prior written consent in accordance with the provisions of the ▇▇▇▇▇▇▇▇▇ and (ii) Sublandlord’s prior written consent, which shall not be unreasonably withheld, provided Overlandlord has consented to such Alteration. In any instance where Overlandlord shall withhold consent to a Subtenant’s Alteration, then Sublandlord’s consent to such Subtenant’s Alteration shall be deemed withheld. B. Sublandlord shall not charge Subtenant a fee for reviewing Subtenant’s plans for any proposed Subtenant’s Alterations, provided, however, Subtenant shall not cause or permit the Demised Premises reimburse Sublandlord on demand for (a) all costs payable by Sublandlord to be altered or improved in any way during the Term except as specifically provided for Overlandlord in connection with a request by Subtenant that Sublandlord and/or Overlandlord consent to any proposed Subtenant’s Alterations and (b) all reasonable out-of-pocket costs (including, without limitation, all reasonable legal fees and disbursements) incurred by Sublandlord in connection with a request by Subtenant that Sublandlord review and consent to any plans for proposed Subtenant Alterations, not to exceed Five Thousand and No/Dollars ($5000.00) excluding the costs of any engineer review. C. Subject to the terms of this Paragraph 16, Sublandlord shall reimburse Subtenant an amount (the “Leasehold Improvements” Sublease Improvement Allowance”) equal to the lesser of (x) actual hard and soft out-of-pocket costs incurred by Subtenant in connection with the design and construction of Subtenant’s improvements to the Sublease Premises (the “Subtenant Work”) or (y) $786,240.00 (calculated as defined $15.00 per each of 52,416 rentable square feet). Sublandlord’s obligations to pay all or any portion of the Sublease Improvement Allowance shall be conditioned upon (1) Sublandlord’s inspection and approval of the Subtenant Work and (2) Sublandlord’s receipt of written notice (which notice shall be accompanied by invoices and documentation set forth below) from Subtenant that the Subtenant Work (or portion thereof) has been completed. Sublandlord shall pay the Sublease Improvement Allowance to Subtenant within thirty (30) days following Sublandlord’s receipt of (i) third-party invoices for costs incurred by Subtenant in designing or constructing the Subtenant Work (or portion thereof); (ii) evidence that Subtenant has paid the invoices for such costs; and (iii) lien waivers from any contractor or supplier who has constructed or supplied materials for the Subtenant Work (or portion thereof); provided for that in no event shall Sublandlord be required to pay the Sublease Improvement Allowance to Subtenant more frequently than once per month. If the costs incurred by Subtenant in constructing the Subtenant Work exceed the amount of the Sublease Improvement Allowance to which Subtenant is entitled, then Subtenant shall pay all such excess costs. Subtenant agrees to keep the Sublease Premises and the Property free from any liens arising out of the non-payment of such costs. All installations and improvements now or hereafter placed in the Master Lease Sublease Premises shall be for Subtenant’s account and without first obtaining at Subtenant’s cost, subject to Subtenant’s right to receive the prior written consent of both Master Landlord and Sublandlord to such alterations or improvements (if such consent is required of Master Landlord under the Master Lease) and (if required under the Master Lease) the contractors conducting the same, which consent(s): (a) shall in all cases be subject Sublease Improvement Allowance pursuant to the terms and conditions of this Paragraph 16. Subtenant shall pay ad valorem taxes and increased insurance thereon or attributable thereto, which cost shall be payable by Subtenant to Sublandlord as Additional Rent within thirty (30) days after receipt of an invoice therefor. Subtenant’s failure to pay such cost shall constitute a default under the Master Lease; Sublease. D. Sublandlord’s obligation to pay the Sublease Improvement Allowance shall arise on the Commencement Date and continue until [***]. Any portion of the Sublease Improvement Allowance not requested by Subtenant on or before the Sunset Date (bas may be extended) shall be forfeited with no further obligation on the part of Sublandlord. Notwithstanding the foregoing or anything to the contrary in this Sublease, in no event shall Sublandlord have any obligation to pay the Sublease Improvement Allowance unless and until Sublandlord delivers the Sublease Premises to Subtenant. Notwithstanding anything in this Sublease or the ▇▇▇▇▇▇▇▇▇ to the contrary, in no event shall Sublandlord be required to pay any portion of the Sublease Improvement Allowance during the continuance of an event of default (beyond any applicable notice and cure periods) hereunder. E. Subtenant hereby assumes any and all risks involved with respect to Sublandlord’s consent(s)the Subtenant Work and hereby releases and discharges Sublandlord and all Landlord Parties from any and all liability or loss, shall not be unreasonably withheld, conditioned damage or delayed injury suffered or incurred by Subtenant or third parties in any way arising out of or in connection with the Subtenant Work except to the extent that such Leasehold Improvements do not materially interfere with caused by the use negligence or willful misconduct of the Demised Premises for the Permitted Use. If Sublandlord shall fail to respond within five Sublandlord. F. As used herein, “Force Majeure” means of acts of God, sinkholes or subsidence, region-wide or nationwide strikes, lockouts, or other labor disputes, region-wide or nationwide embargoes, quarantines, extreme weather, national, regional, or local disasters, calamities, or catastrophes, governmental actions (5) business day after receipt of request by Subtenant for Sublandlord’s consent to a proposed alteration in accordance with the terms of this Sublease then Sublandlord shall be deemed to have give its consent with respect to such request. In connection with Sublandlord’s approval of any alteration or improvement to the Demised Premises, Sublandlord may request such plans and specifications for such alterations or improvements as Sublandlord may require including, without limitation, any such plans and specifications required by Master Landlord for its approvalpublic health directives), governmental restrictions, orders, limitations, regulations, or controls, national emergencies, local, regional or national epidemic or pandemic, enemy or hostile governmental action, terrorism, insurrection, riots, civil disturbance or commotion, fire or other casualty, in each event to the extent beyond Subtenant’s reasonable control. Any and all work performed by or on behalf of If Subtenant in the Demised Premises shall be in accordance with the terms of the Master Lease and in accordance with all applicable lawscontends that Force Majeure has occurred, including, without limitation, the Americans with Disabilities Act of 1990, as amended. The removal obligations with respect to any alterations or improvements made by then Subtenant shall be governed by Section 17 notify Sublandlord in writing (a “Force Majeure Notice”). A Force Majeure Notice shall identify (a) the action, inaction or circumstance which constitutes such Force Majeure, (b) the date upon which the Subtenant contends such Force Majeure commenced, along with reasonable evidence thereof, (c) the date upon which such Force Majeure is anticipated to end if and to the extent Subtenant is reasonably able to make such determination, and (d) a description of this Subleaseall steps that the Subtenant is taking or intends to take to mitigate the effects and reduce the duration of such Force Majeure.