Common use of Facilities Access Clause in Contracts

Facilities Access. The Recipients of access to Facilities under this Agreement shall permit only their respective authorized employees, contractors, invitees or licensees designated in a written list delivered from time to time to the Provider to use the Facilities; provided that if a Recipient desires to add any Person to the permitted access list, Recipient must provide at least forty-eight (48) hours’ prior notice to the applicable Provider before such access will be granted. Unless otherwise specified in the applicable Schedules, a Provider has the right to impose reasonable limitations upon Recipient’s access to any Facilities, including that access be provided only during normal business hours, and such access shall in any event be limited to such access that does not, in the applicable Provider’s reasonable discretion, materially disrupt or otherwise impede or impair the conduct of the Provider’s or its Affiliates’ business at such Facility. The Recipients of access to Facilities shall, and shall cause their respective authorized employees, contractors, invitees or licensees granted access to any such Facility to, comply with (i) all Laws applicable to their use or occupation of such Facility, including Environmental Laws and Laws relating to workplace safety matters; (ii) to the extent disclosed to such Recipients, electronically or in writing, applicable site rules, regulations, policies and procedures; and (iii) to the extent disclosed to such Recipients, electronically or in writing, any applicable requirements of any third-party lease governing such Facility. Unless otherwise specified in the applicable Schedules, the applicable Recipient shall (A) not make, and shall cause its employees, contractors, invitees and licensees to refrain from making, any material alterations or improvements to the Facilities except with the prior written approval of the applicable Provider and (B) maintain commercially appropriate and customary levels (and, in the case of any leased Facilities, in no event less than what is required by the landlord under the relevant lease agreement) of property and liability insurance in respect of the Facilities such Recipient is provided access to and the activities conducted thereon. The applicable Recipient shall, and shall cause its respective employees, contractors, invitees or licensees to, vacate each Facility at or prior to the applicable Service Term therefor (or such earlier termination permitted by this Agreement) and shall, unless otherwise specified in the applicable Schedules, deliver over to the Provider each Facility in the same repair and condition at that date as such Facility was in on the Closing Date, ordinary wear and tear excepted. The applicable Provider (and/or the landlord, in the case of a third-party lease) shall have reasonable access to the Facilities (or portion thereof occupied by Recipient) for which access is granted to Recipient(s) under this Agreement, from time to time and as reasonably necessary for security and maintenance thereof in accordance with applicable Law, past practice and/or the terms of any third-party lease agreement, as applicable.

Appears in 2 contracts

Sources: Transition Services Agreement (Atmus Filtration Technologies Inc.), Transition Services Agreement (Atmus Filtration Technologies Inc.)