TPTX » Topics » ARTICLE IX ALTERATIONS, MAINTENANCE, REPAIRS AND REPLACEMENTS

This excerpt taken from the TPTX 8-K filed Oct 10, 2006.

ARTICLE IX
ALTERATIONS, MAINTENANCE, REPAIRS AND REPLACEMENTS

 

Section 9.1 - Alterations

 

Tenant shall make no alteration in or addition to the Leased Premises in excess of $15,000 nor permit the making of any hole or in the walls, partitions, ceilings or floors thereof without on each occasion obtaining the prior written consent of Landlord (which approval shall not be unreasonably withheld, unless the same affects the structure or utility or other systems of the Building, in which event Landlord may withhold its approval in its sole and absolute discretion).  The construction and installation of any permitted alteration or addition shall be performed in a good and workmanlike manner and pursuant to plans and specifications and utilizing contractors approved by Landlord, which approval shall not be unreasonably withheld.  Promptly after completion of any such alterations or additions, Tenant shall provide Landlord with such documents and/or “as built” working drawings as Landlord may reasonably request.  Any alteration and/or addition made by Tenant in or to the Leased Premises, whether or not made with the consent of Landlord, shall remain on the Leased Premises and without compensation to Tenant shall become the property of Landlord upon the termination of this Lease by lapse of time or otherwise; provided, however, that if Landlord so elects by written notice to Tenant delivered at the time Landlord consents to such alteration, Tenant shall remove all such alterations and/or additions and restore the Leased Premises to a condition comparable to that existing at the time such alterations and/or additions were made.  Nothing herein contained shall prevent the installation of Tenant’s trade fixtures in the Leased Premises, provided that such trade fixtures can be installed and removed upon termination of this Lease without structural damage to the Leased Premises and provided that Tenant shall remove all such trade fixtures and restore the Leased Premises to a condition comparable to that existing at the time such installation was made.  Tenant shall make all alterations and additions to the Leased Premises as are required by governmental authority and which arise by reason of Tenant’s specific use of the Leased Premises and all alterations and additions which are made necessary by the act or neglect of Tenant or any of the Tenant Group.

 

Section 9.2- Maintenance, Repairs and Replacements of the Leased Premises

 

Subject to the provisions of Section 10.1, and except as are obligations of Tenant, Landlord shall perform or cause to be performed all maintenance, repairs and replacements of the Common Areas and of the exterior, roof and structural elements of the Building and of the heating, air conditioning and ventilating systems that do not exclusively serve the Leased Premises, keeping the same in good repair.  In addition, Landlord shall be responsible for the replacement, if necessary, of the heating, ventilating and air conditioning systems that serve the Leased Premises, the cost of which shall not be included in Operating Costs.  Except as set forth below and in the immediately preceding sentence, the cost of all such maintenance, repairs and replacements (other than to the structural elements, exterior or roof of the Building) shall be a part of the Operating Costs to the extent otherwise permitted pursuant to Section 7.2.1 hereof; provided, however, that any maintenance, repairs or replacements (including maintenance, repairs and replacements to the exterior, roof, structural elements and mechanical systems of the Building), the need for which arises by reason of any act, negligence or omission of Tenant or any officer, employee, agent, licensee of Tenant, shall be performed by Landlord, but the entire cost thereof (as reduced by any applicable insurance proceeds) shall be paid by Tenant as Additional Rent.  Landlord shall maintain all Common Areas in an attractive and first class manner.

 

Tenant shall be responsible for, and shall perform or cause to be performed at Tenant’s sole cost and expense in a first class manner and to the reasonable satisfaction of Landlord, all repairs and maintenance of the Leased Premises, including plumbing fixtures, the heating,

 

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ventilating and air conditioning distribution system exclusively serving the Leased Premises (subject to Landlord’s obligation for repair and replacement as set forth above), electrical fixtures, bulbs and tubes, interior windows, all cranes, truck doors, “man doors”, utility doors, elevators and hydraulic lifts located within the Leased Premises or exclusively serving the Leased Premises and all other fixtures and equipment of Landlord located therein or exclusively serving the Leased Premises, keeping the same in good order, condition and repair and in a clean and tenantable condition and in compliance with all laws, ordinances and regulations applicable to the repair and maintenance thereof.  If Tenant shall fail so to maintain and repair the Leased Premises, Landlord may perform such maintenance, but shall not be required to do so, and the cost thereof shall be paid by Tenant as provided in Section 3.3(c).

 

Section 9.3 - Mechanics’ Liens

 

Within ten (10) days after Tenant receives notice thereof, Tenant shall cause to be discharged any mechanic’s, laborer’s, materialman’s or other lien to stand against the Leased Premises for any labor or material furnished to Tenant or claimed to have been furnished to Tenant in connection with work of any character performed or claimed to have been performed on or about the Leased Premises by or at the direction or sufferance of Tenant, whether or not such work was performed or materials furnished with the consent of Landlord.  Tenant, however, may contest the validity of any such lien or claim provided that Tenant shall deposit with Landlord a cash deposit of at least 150% of such lien or claim (or such other security as Landlord shall reasonably require) and shall take all steps which may be reasonably required to prevent any sale, foreclosure or forfeiture of the Leased Premises, the Building or the Project by reason of nonpayment, and shall diligently prosecute the defense thereof.  Upon a final determination of the validity of any such lien or claim, Tenant shall immediately pay any judgment or decree rendered, with all proper costs and charges, and shall cause any such lien to be released of record without cost to Landlord.  If Tenant, in Landlord’s opinion, shall fail or cease to diligently prosecute such action or if Tenant shall fail to pay any judgment or decree rendered (including all interest, penalties, costs, charges and Landlord’s expenses, including court costs and attorneys’ fees), and Tenant shall fail to cure such failure within ten (10) days after written notice from Landlord, Landlord may pay the entire amount of such claim or lien, or such judgment or decree rendered and other amounts set forth above, out of such deposit and shall return the remainder of such amount, if any, to Tenant.

 

Section 9.4 – Roof: Other Systems

 

Tenant shall not permit, nor take any action which will cause, the termination or reduction in scope of any guaranty or warranty of any portion of the Project (including, but not limited to the Leased Premises, the Building, the roof of the Building or any system).  In this regard, but without limitation, Tenant shall perform no acts on, place any equipment on nor cause any penetrations of the roof of the Building; nor shall Tenant place any excessive use on any Building System.

 

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