Common use of Construction by the Lessee Clause in Contracts

Construction by the Lessee. (a) Except as provided in paragraphs (i) and (j) of this Section, the Lessee shall not erect any structures, make any modifications, alterations, additions, improvements, repairs or replacements or do any construction work on or to the premises, or install any fixtures in or on the premises (other than trade fixtures, removable without substantial injury to the premises) without the prior consent of the Port Authority, which shall not be arbitrarily and capriciously withheld, and the Port Authority shall not withhold such Consent except for reasons of safety, health, operational utility, impact on or compatibility of the proposed work on building systems, or other parts of the World Trade Center, or unless the proposed work, in the opinion of the Port Authority's Chief Engineer, acting in a non-arbitrary and non-capricious manner, shall fail to comply with (i) all governmental laws, ordinances, enactments, resolutions, rules and orders, including, without limitation, the enactments, ordinances, resolutions, and regulations of the City of New York and its various Departments, Boards and Bureaus that are applicable, or which would be applicable if the Port Authority were a private corporation, or (ii) all applicable requirements of the Port Authority's Tenant Construction Review Manual (hereinafter called the "Tenant Design Guide") issued by the Port Authority Engineering Department dated March, 1984, revised March, 1990, together with Amendment No. 1 dated October 1990 (as the same may be further amended in a non-arbitrary and non-capricious manner prior to the date the Lessee submits its plans and specifications) (the foregoing requirements in clauses (i) and (ii) hereinafter in this Agreement called the "Standards"). Except as provided below in this paragraph (a), any construction, improvement, alteration, modification, addition, repair or replacement made by or on behalf of Lessee, whether prior to or during the term, shall become the property of the Port Authority (subject to Lessee's right to use the same during the term of this Agreement and, to remove, modify, alter, improve, repair or replace the same in connection with construction and installation work performed in accordance with this Section 12 or otherwise in connection with the performance of Lessee's rights and obligations under this Agreement, provided, that any such removal, modification, alteration, improvement, repair or replacement shall be made in accordance with the applicable provisions of this Agreement, including but not limited to this Section 12). Notwithstanding the foregoing, immediately upon notice from the Port Authority given at any time during the letting, the Lessee shall remove or change any of the same made or done by it without the Port Authority's consent (but only to the extent such consent was required hereunder), and in the case of any of the same made or done with the Port Authority's consent, the Lessee if so required by notice from the Port Authority, shall remove or change the same on or prior to the expiration of the letting under this Agreement or within thirty (30) days after any earlier termination thereof, provided, that the Lessee shall not be required to remove or change any of the same made with the explicit consent of the Port Authority except for any security vaults, cafeterias, kitchens and other particular items which may be specified by the Port Authority in its approval of the Lessee's construction applications and which are not typically installed in an ordinary business office, which vaults, cafeterias, kitchens and other installations shall be removed by the Lessee, upon the expiration of the letting under this Agreement or within thirty (30) days after any earlier termination thereof, as provided in the Section of this Agreement entitled "Surrender" and all penetrations of the floor slabs, other than those for one set of inter-floor stairs connecting Area A and Area A-1 (which set, in case there are more than one, shall be the one which the Lessee has selected not to remove, as provided below), shall be repaired and restored, in the case of large openings, or capped or covered, in the case of electrical, plumbing and similar utility openings, as set forth in this Section, provided, further, that the Lessee shall not be required to remove or restore one set of inter-floor stairs connecting Area A and Area A-1 and constructed by it pursuant to this Section as part of its construction and installation work in Area A and Area A-1 (which set, in case there are more than one, shall be selected by the Lessee in its sole discretion). The Lessee shall not be required to remove the Bathroom Work, as defined in paragraph (m) of this Section, performed by it or to restore the restrooms shown in horizontal hatching on Exhibit A and Exhibit A-1 attached to this Agreement to their condition prior to the date of this Agreement at the expiration or termination of the letting under this Agreement. With respect to any modifications, additions, alterations, improvements, installations or construction made or done by the Port Authority at the request of the Lessee either prior to or during the term of the letting, the Lessee shall have the same obligations as provided above with respect to that made or done by the Lessee with the Port Authority's consent, provided, that the Lessee shall not be required to remove any modifications, additions, alterations, improvements, installations or construction performed by the Port Authority pursuant to the Section of this Agreement entitled "Port Authority Work". Any supplemental heating, ventilation and air conditioning equipment, computer/data processing equipment and raised flooring installed by or on behalf of the Lessee shall remain the property of the Lessee, and upon the Expiration Date, the same shall be removed from the premises by the Lessee and the Lessee shall repair and restore in a good and workmanlike manner to a condition which is customary for such removal in first class office buildings in the downtown area of Manhattan any damage to the premises or the Building caused by such removal, provided, that Lessee shall not be required to repair or restore any such damage to the premises if the Port Authority has determined that it intends to demolish said space and if on the Expiration Date such determination has not yet been made by the Port Authority then the Lessee shall have no obligation to repair or restore such damage on the Expiration Date and if the Port Authority determines subsequent to the Expiration Date not to demolish such space, the Lessee will pay the Port Authority within thirty (30) days after request the Port Authority's reasonable out-of-pocket costs to repair and restore such damage. Nothing in this paragraph (a) shall be deemed to prohibit the Lessee from removing, modifying, altering, improving, repairing or replacing the Lessee's furniture, equipment, trade fixtures and other personal property at any time during the term of the letting hereunder or upon the termination or expiration thereof so long as the Lessee shall repair any damage to the premises caused by such removal or other actions in accordance with the provisions of the preceding sentence and the following sentence. In the event that the Lessee removes electrical or plumbing fixtures, whether as part of its restoration work or otherwise, the Lessee shall cap all altered electrical and plumbing lines flush with walls, floors and ceilings.

Construction by the Lessee. (a) Except as provided in paragraphs (i) and (j) accordance with the provisions of this SectionSection 12, the Lessee shall not erect any structures, make any modifications, alterations, additions, improvements, repairs or replacements or do any construction work on or to the premises, or install any fixtures in or on the premises (other than trade fixtures, removable without substantial material injury to the premisespremises and Minor Work as defined in paragraph (k) of this Section 12) without the prior consent of the Port Authority. In considering the Lessee's requests for such consent, which the Port Authority shall not be act arbitrarily and capriciously withheldcapriciously, and the Port Authority shall not withhold such Consent consent except for reasons of safety, health, operational utility, impact on or compatibility of the proposed work on building systems, or on other parts of the World Trade Center, or unless the proposed work, in the opinion of the Port Authority's Chief Engineer, acting in a non-arbitrary and non-capricious manner, shall fail to comply with (i) all governmental laws, ordinances, enactments, resolutions, rules rules, and orders, including, without limitation, the enactments, ordinances, resolutions, and regulations of the City of New York and its various Departments, Boards Boards, and Bureaus that are applicable, or which would be applicable if the Port Authority were a private corporation, or (ii) fails to comply with all applicable requirements of the Port Authority's Tenant Construction Review Manual Insurance Services Office of New York (hereinafter called the "Tenant Design Guide") issued by the Port Authority Engineering Department dated March, 1984, revised March, 1990, together with Amendment No. 1 dated October 1990 (as the same may be further amended in a non-arbitrary and non-capricious manner prior to the date the Lessee submits its plans and specifications) (the foregoing requirements in clauses (i) and (ii) hereinafter in this Agreement called the "Standards"). Except as provided below in this paragraph (a), In the event any construction, improvement, alteration, modification, addition, repair or replacement made by or on behalf of Lessee, whether prior to or during the term, shall become the property of the Port Authority (subject to Lessee's right to use the same during the term of this Agreement and, to remove, modify, alter, improve, repair or replace the same in connection with construction and installation work performed in accordance with this Section 12 or otherwise in connection with the performance of Lessee's rights and obligations under this Agreement, provided, that any such removal, modification, alteration, improvement, repair or replacement shall be made in accordance with the applicable provisions of this Agreement, including but not limited to this Section 12). Notwithstanding the foregoing, immediately upon notice from the Port Authority given at any time during the letting, the Lessee shall remove or change any of the same is made or done by it the Lessee, with or without the Port Authority's consent (but only to the extent such consent was required hereunder), and in the case of any of the same made or done with the Port Authority's consent, and unless the Lessee if so required by notice from the Port Authority, shall remove or change the same on or prior to the expiration of the letting under this Agreement or within thirty (30) days after any earlier termination thereof, provided, that the Lessee shall not be required to remove or change any of the same made with the explicit consent of the Port Authority except for any security vaultsshall expressly provide otherwise, cafeteriasall such modifications, kitchens and other particular items which may be specified by the Port Authority in its approval of the Lessee's construction applications and which are not typically installed in an ordinary business officealterations, which vaultsadditions, cafeteriasimprovements, kitchens and other installations shall be removed by the Lesseerepairs or replacements made in, upon the expiration of the letting under this Agreement or within thirty (30) days after any earlier termination thereof, as provided in the Section of this Agreement entitled "Surrender" and all penetrations of the floor slabs, other than those for one set of inter-floor stairs connecting Area A and Area A-1 (which set, in case there are more than one, shall be the one which the Lessee has selected not to remove, as provided below), shall be repaired and restored, in the case of large openingson, or capped or coveredto the premises, in the case of electrical, plumbing and similar utility openings, as set forth in this Section, provided, further, that the Lessee shall not be required to remove or restore one set of inter-floor stairs connecting Area A and Area A-1 and constructed by it pursuant to this Section any fixtures installed as part of its construction and installation such work in Area A or on the premises (other than trade fixtures removable without material injury to the premises, and Area A-1 (which set, in case there are more than one, shall be selected by the Lessee in its sole discretion). The Lessee shall not be required to remove the Bathroom Work, Minor Work as defined in paragraph (m) of this Section, performed by it or to restore the restrooms shown in horizontal hatching on Exhibit A and Exhibit A-1 attached to this Agreement to their condition prior to the date of this Agreement at the expiration or termination of the letting under this Agreement. With respect to any modifications, additions, alterations, improvements, installations or construction made or done by the Port Authority at the request of the Lessee either prior to or during the term of the letting, the Lessee shall have the same obligations as provided above with respect to that made or done by the Lessee with the Port Authority's consent, provided, that the Lessee shall not be required to remove any modifications, additions, alterations, improvements, installations or construction performed by the Port Authority pursuant to the Section of this Agreement entitled "Port Authority Work". Any supplemental heating, ventilation and air conditioning equipment, computer/data processing equipment and raised flooring installed by or on behalf of the Lessee shall remain the property of the Lessee, and upon the Expiration Date, the same shall be removed from the premises by the Lessee and the Lessee shall repair and restore in a good and workmanlike manner to a condition which is customary for such removal in first class office buildings in the downtown area of Manhattan any damage to the premises or the Building caused by such removal, provided, that Lessee shall not be required to repair or restore any such damage to the premises if the Port Authority has determined that it intends to demolish said space and if on the Expiration Date such determination has not yet been made by the Port Authority then the Lessee shall have no obligation to repair or restore such damage on the Expiration Date and if the Port Authority determines subsequent to the Expiration Date not to demolish such space, the Lessee will pay the Port Authority within thirty (30) days after request the Port Authority's reasonable out-of-pocket costs to repair and restore such damage. Nothing in this paragraph (a) shall be deemed to prohibit the Lessee from removing, modifying, altering, improving, repairing or replacing the Lessee's furniture, equipment, trade fixtures and other personal property at any time during the term of the letting hereunder or upon the termination or expiration thereof so long as the Lessee shall repair any damage to the premises caused by such removal or other actions in accordance with the provisions of the preceding sentence and the following sentence. In the event that the Lessee removes electrical or plumbing fixtures, whether as part of its restoration work or otherwise, the Lessee shall cap all altered electrical and plumbing lines flush with walls, floors and ceilings.Credit Suisse 042799