|
time, All direct and indirect costs rotating to any mudlQeations, alterations at, improvements of the Project or the Building, whether outside or Inside
<br />of Ole Premises, required by any gavernmentul agency or by Low as a condition on• as the result of any Ahollation Squealed of• efleuted by Tenant
<br />shall he borne by Tenant, and in oounaotion therewith, Londlont may elect to porRynn such maul 6 antic as, alterations or Improvements (at Tenant's
<br />sole cost and expense) or require such performance directly by TonnnL
<br />101 Perlbrmmaae of Alterations Wm9c, All work relating to all Alterations (other their the initial Tenant Improvements, which will
<br />be performed by Landlord In accordance with the Work Letter) shall be porrermed by Tenant at Tenant's sole cost and expense and shall be
<br />prosecuted to completion in a diligent, first class manner (and so as not to interfere with oily other tenants All occupants of the Project), And in
<br />compliance with oily plans and specifications therefor that are approved by Landlord, any and all conditions imposed by Landlord traction, all
<br />Applicable Laws, And the requirements of all carriers of bisuranco on the Premises, Building and Project, the Board of Underwriters, Piro Rating
<br />Bureau, or similar organization. Tenant shall not use any portion of the Common Areas lu connection with the making of any Alterations, slid
<br />Tenant shall not modify or alter any improvements or components of the Building or the Prolo it outside of the Premises. Upon completion of oay
<br />Alterations (other than Permitted Alterntiona), Tenant shall deliver to the Building managamant spice, wltllln thirty (30) days following complet)an
<br />of the Alterations, a reproducible copy of the "as built" drawings of the Alterations together with a CAD rile of the "m built" documents of the
<br />Alterations (oarrent version of ALIIaCad),
<br />10A &JLiegg& Tenant sliel pay when clue all costs for work performed and materials supplied to the Promises, Tenant shall keep
<br />Landlord, the Premises, the Projeol and Tenant's loasohold Interest free floor all Encumbrances, including, without limitation, any of the same
<br />relating to the Alterations or oily other work performed for, materials fbrnislled to or obligations Inourred by Tenant, And Tenant shall Indenuhily,
<br />dethnd And hold harmless Landlord, the Promises and the Project of and from oily and nil Claims arising out of or• related to any Enemn altunces.
<br />Tarrant shall satisfy or atherwha discharge all Encumbrances within Ave (5) business days otter Landlord notifies Tenant in writing that any such
<br />Hen, stop notice, claim or encumbrance has been filed. Tenant shalt give Landlord not less than five (5) business days' prior written notice before
<br />oomnronaing any Alterations fit er about the Premises to permit Landlord to post appropriate notices oPnat-responsibility.
<br />10.5 agglityai And Ragtorntion• All Alterations (and Ole Tenant Improvements) shall beoania a part of the Premises mid shall
<br />become the property of Landlord upon the expiration or earlier termination of tlila Lease; provided that by written notice to Tenant, Landlord may
<br />require Tenant to remove some or ail of the Leasehold Improvements (other than oily Leasehold Improvements that existed in the Building as or du
<br />Effoetive Date), in which event, prior to the date of expiration or lamination of this Lasso, Tenant shall remove the Leasehold Improvements
<br />designated by Landlord to be so removed, and shall restore, patch and repair any resulting damage to the premises, Building and Project, nil At
<br />Tenant's sole expense. All Tenant's Personal Property ovvaed or Installed by Tenant or any other Tenant Party in the Premises shall be and remain
<br />the property of Tenant (or the applicable Tenant Party), and upon die expiration er earlier torrnioatlon of this Lease, Tenant shall, at Its sale expenso,
<br />remove all such items and repair any damage to (he Premises or die Project entitled by such removal. If Tenant fulls to remove any such items or
<br />repair such damage promptly After lice expiration or earlier termination of this Lease, Tenant (or the applicable Tenant Party) Shall be doomed to have
<br />abandoned the same, in which case Landlord pray store the same at Tenant's expense (and Tenant shall pay Landlord due cost thereof upon demand),
<br />or• appropriate the same for itself, and/or sell the some in Its discretion, with no liability to Tenant (or the applicable Tenant Putty).
<br />Ajt„�IC,E l l -TRANSFERS
<br />11.1 Restriction Permitted Subleases,
<br />I LL1 Restriction, Except as provided in Section it L 2 below, Tenant shall not, either Involuntarily or voluntarily or by
<br />operation of low or otherwise, make or permit any Transfer without the prior written consent of Landlord in accordance with Section 11.4 below.
<br />Any Tivnsf'er iii violation of the provisions of this AIIIA I shall be null and void. Notwithstanding anything contained in 0iis Alicia 1 I to the
<br />contrary, 'tenant expressly covenants And agrees not to annul Into tiny lease, sublease, license, concession or other agreement for use, occupnney, or
<br />btllizallon Of the Premises which provides Ibr• rental or other payment for such aso, camp ancy or utilization based in whole o• in part on late net
<br />income ite profits derived by any person Dom are property leased, used, occupied or utilized, and that any such purported lane, sublease, license,
<br />concession or other agreement Shall be Absolutely void,
<br />1I.1.2 Perndttud Sublcnsas. Notwifhsranding the forogning, Tenant: may, upon no less Own ten (10) business days' prim:
<br />written notice, but without the need to obtain the consent of Landlord, Sublease space within the Promises to oily Approved Guvernmomal Entities.
<br />Landlord shall cooperate with Tenant's efforts to consummate any, such subleases to airy Such Approved Govornmentai Entities, including, without
<br />!Imitation, in connection with tiny proposed Approved snblense to tiny Approved Governmental Entity, by using commercially reasonable efforts to
<br />comply with die 3tnte Requirements specified In Rxhh16h__'_L" nanallad heroin, Any sublease permitted without the coastal of Landlord trader this
<br />,$„rejgtt,l I.j,2,(A. "PermittedSubleaso") shall not be subject to any the rcqulemeats, restriction or limitations set forth it) Section 11.2, Section 11.3,
<br />. 'en r J-U. Section I I.5, or, tic for 11.6 below
<br />11.2 •IV,q,(jc4 to lenullm•d. If Tenant desires to make a Transfer (oilier that a Permitted Sublease), then 'Tenant shall submit to
<br />Landlord; (a) n Proposed Transfer Notice tit least twenty, (20) business days (and not mo a Mimi one hundred eighty (180) days) prior to the eflbcllvc
<br />date of the proposed Transfer, And (b) tour (4) orighmis of the proposed Assignment or sublease or other Transfer document an a limn approved by
<br />Landlord and tin❑• (4) originate of Ole Landlord's Consent to Sublease at Assignment and Assumption ol•Lease and Consent executed by Tenant and
<br />the proposed Transferee. If Tenant modifies any of Ira mmerinl terms mid conditions relevant to a proposed TrAnskr specified )n the Tronsfer
<br />Notice, Tenant shall rasobml stitch Translkr Notice to Landlocl for its consent. Following delivery are Transfer Notice, Tenant Shall ndditionall-v
<br />provide such other inlormntiaa or materials with respect to the proposed Transfer and/or Tlanstbrec as Landlord may reasonably requust. including.
<br />without limilnIon; credit reports, bnSinena pions, operating history, bank and ehnrticlerreferences.
<br />11.3 Lnnlilord's Recapture Rlahis. At tiny time within twonty (20) business days after Landlord's recaipt of all orthe lul'urmntion
<br />mid documents described in Section 1 1 2 Landlord may, At Its option, in its sole and absolute discretion. by written notice to TennnL elect to: (it) in
<br />the Case urn proposed sublease, sublease the Premises or the portiun thereof proposed to be sublet by Tenant upon the Same tarns as those Offered to
<br />the proposed subtenant' (Ill in the case OF a propOsod aasigfirnmm, lake ran assignment of (his Loose upon the same terms as those ollered it, die
<br />801 if C1rto fearer Or -Char rtTSrnmr Alin Lenxa -10-
<br />
|